Lost Soul of The Uchiha
by BrotherOfSteel
Summary: Rather then dying at his brother's hands Itachi is instead sent to a world wholly unfamiliar to him, will he finally find peace within himself among the ponies of Equestria?
1. Chapter 1

Two figures stood amidst the rubble of a fortress in the shadow of the only standing wall left, emblazoned with the symbol of the Uchiha clan. The two fighters were both exhausted, their chakra reserves severely depleted. But only one was truly close to death, covered in blood and feeling life slipping away from him he stumbled forward. "Sorry, Sasuke... this will be the last time." said Itachi Uchiha, tapping his brother on his forehead as he had done so many times in the past. With his final words spoken Itachi fell forward allowing the darkness to consume him...

However, death did not come for him as he had planned as he awoke laying face down in some grass, normally he would have assumed this was the afterlife of some sort but the pain he felt was a good indicator of it not being so.

"Well it seems like you've finally woken up. Good to know my skills with medical ninjutsu haven't dulled over the years." Said a voice Itachi was quite familiar with, a voice that belonged to the only person he had ever truly hated. He opened his eyes to see a man sitting on a rock before him wearing an akatsuki coat and a spiral orange mask with one eyehole on the right. Itachi glared at the person in front of him, the one responsible for everything, Madara Uchiha.

"You're probably wondering why you're alive. " Madara said looking over to his right. "It's not for the reasons you might think. Truth is Itachi, I've kept you alive this long so that I might actually thank you." _Thank me? _Itachi thought through the pain, trying to speak but only succeeding in coughing up more blood.

"You see now that Sasuke has "defeated" you there is nothing stopping me from revealing the truth to him. And unlike you, with the right…. incentive, I can easily convince him to do anything I desire." _You bastard! _Itachi screamed in his mind attempting to rise, wishing only to kill the man standing before him, but his strength deserted him and he simply crashed back down. The only thing he could do was stare at Madara with the hatred that now consumed him.

"I applaud your efforts Itachi, but you really should conserve your energy. All I've done is delay the inevitable. Shame you had to contract that disease otherwise who knows? You might have actually been able to kill me. What does really surprise me though is that you're still able to see me after using your ocular powers so flagrantly, by all accounts you should be practically blind by now."

_He's right_ Itachi thought, for the first time noticing the clarity of his sight. He hadn't been able to see clearly in years, yet now it was as if his eyes had never degenerated. He hadn't noticed it before due to the pain but now it seemed like the only important thing.

"Well I guess we can just chalk it up to you being a prodigy, after all I've never seen someone master the Sharingan so thoroughly before in my life." He paused for a while.

"And now Itachi Uchiha we must part and say our farewells." Said Madara finally looking back to Itachi and standing up. "Oh don't worry I'm not going to kill you, if I wanted that so badly I would've just let you die back at the fortress. Instead I'll show you the true power of the Sharingan." Instantly the air around the two shifted, as if a large amount of chakra was being channeled. Itachi even in the poor state he was in could sense it.

"I assume you've noticed we're nowhere near the fortress anymore? I never did show you full extent of my teleportation jutsu, it allows me to not only move myself through space and time, but to move others. With it I can send you anywhere I desire, for instance this clearing. However in this case I think I'll show it at its fullest power and send you to an entirely different world not even I will know where you will end up." A vortex began to form around the eyehole in Madara's mask; Itachi could feel himself being pulled towards it. "Oh and one other thing." Madara said, pulling out Itachi's forehead protector and throwing it to him. "Can't have you go anywhere without your forehead protector, it's unfitting for a shinobi to be without one. Farewell Itachi Uchiha, your help in securing the tailed beasts has been invaluable." Smiling underneath his mask as Itachi was sucked into the wormhole generated by his Sharingan and vanished.

* * *

><p>Meanwhile, in Ponyville…<p>

Everypony was in a hurry trying to get everything ready for the imminent arrival of the two Princesses and there were still so many last minute preparations, cakes and food being arranged on tables, ribbons and flowers being adjusted just so, and most importantly the assurance that everypony was there for when the princesses arrived. Twilight was naturally the one put in charge of organizing the whole thing.

"Okay so that leaves… Fluttershy, hey Rainbow Dash!" Twilight shouted to the blue Pegasus flying around trying to get the clouds just right.

"Yeah?"

"Have you seen Fluttershy at all today?"

"No, I think she's been taking care of some animal's family... she might have forgotten about today."

"WHAT?" Twilight shouted, completely freaking out. Everything had to be perfect, especially her friends, despite what Celestia had said at sugarcube corner earlier in the year she was still worried.

"Dash you need to go get her, now!"

"Aw come on Twilight! I need to get the-"Dash stopped in midword when she saw Twilight's eye twitch" I mean yeah I'll get going right now!" She said flying off towards Fluttershy's.

* * *

><p>On one of the many roads leading out of Ponyville a small wormhole opened in the fabric of space time, depositing the dying ninja into the world and then promptly vanishing. Itachi was left standing in a world not his own as he realized the extent of Madara's technique. His awe was short lived as he quickly fell to his hands and knees, his strength failing him again. Blood dripped down from his mouth onto the packed dirt below him as he raged at his situation. <em>Dying on a world that isn't even mine, while that bastard manipulates my little brother and makes everything I've sacrificed meaningless! <em>As unconsciousness came to claim him for a second time, his last coherent thought was for the safety of his brother and the hope that his contingency plan would work. Just as his eyes closed he could've sworn he heard a girlish shriek.

* * *

><p>Rainbow Dash and Fluttershy were walking down the road into Ponyville, Dash having found Fluttershy taking care of some rabbits who had one of their members beak his leg. Fluttershy had been so caught up in trying to care for the little critter she had completely forgotten about the event today, much to the ire of Rainbow Dash who did not appreciate Twilight's singling her out to go get Fluttershy, especially when she still had work to do on the clouds.<p>

"Hey I'm sorry for snapping at you earlier Fluttershy. I'm just so annoyed with Twilight being a perfectionist about this whole thing." Dash said apologetically, she had been so frustrated earlier upon discovering Fluttershy had forgotten about an important event because of animals AGAIN. And Dash knew she had been a bit too pushy in getting her to come with.

"Oh no its alright, I really shouldn't have forgotten. Twilight's been going on about this whole thing for weeks, I'm just sorry she made you come get me even though you still had work to do." Fluttershy said in her usual quiet voice.

"Thanks Fluttershy, I shouldn't have been so frustrated with you, you're just doing what you're best at. " Dash said remembering why the two pegasi were such good friends as they rounded a corner."And besides I'm sure the weather patrol can get it done wit-" Dash was interrupted by something she had never heard before in her life, Fluttershy's voice reaching a volume higher than 5 decibels.

"AHHHHHHHHHHHHH!" Fluttershy shrieked at the figure lying prone on the road in front of them.

"WOAH!" Dash shouted as she noticed exactly what Fluttershy was screaming at. she ran over it, kneeling down to get a better look. " You OK?" she asked prodding the arm of the being in front of her, getting no response she began to worry.

"I think he might be hurt." Fluttershy's voice had returned to its quiet normal volume

"You're probably right. lets see if we can turn him over." Dash grunted as she pushed his left arm turning the body over.

"O-oh no...oh nonono... this is bad." Fluttershy's front hooves shot up to her mouth, the scene before them was not a pleasant one. Whoever he was, he was seriously injured, he had burns all up his right arm, the blackened skin showing the damage. Blood dripped off his hands and forearms, there was even more still running from his mouth, and his breathing was dangerously shallow. " We need to get him into town."

"What? I don't know Fluttershy, he might be dangerous..." Dash said apprehensively

"We can't just leave him here! He'll die unless we help him!"

"Well...alright then." she relented " Help me pick him up."

"O-OK" Fluttershy said bounding forward, helping Dash to drape him over her back. Knowing he would be too heavy for Rainbow Dash to carry on her own, as much as Dash would have protested to the contrary, she trotted around to the other side and carried his upper body while Dash took the lower part. Unfurling one of her wings to give his head support, Fluttershy could feel his warm blood beginning to run down her wing, normally she would've freaked out at this, but the thought that his life depended on them kept that from happening.

_Great, Twilight's just gonna LOVE this..._ Dash thought to herself, she turned her head to say something to Fluttershy as the two ponies headed toward Ponyville with their cargo, when she noticed something. " What's that he's holding?"

"Hm?" Fluttershy said as she followed Dash's gaze, clutched in his right hand was what appeared to be a piece of metal attached to some cloth, upon closer inspection she noticed a long scratch lengthwise along it. " I have no idea, I guess you can ask him when we finally get to Ponyville."

"Yeah I guess I will..." Dash was as always amazed by Fluttershy's kindness and optimism, she turned her focus back onto the road. she took more of the load and picked up the pace to get the poor soul on her back to help in time to save his life, not just for his sake but for her friend's.

**A/N: In my entire life there's only been two animated shows that have actually interested me enough to care about the characters and plot beyond an arc or two. One of them is Naruto, arguably the biggest anime series of all time. and the other is My Little Pony FiM, which came as quite a shock to me earlier this year when I first watched one episode. And so out of the depths of my mind came the concept for this story, taking my favorite character from any show ever and sticking him in a world that I've found to be more hilarious and lighthearted than any cartoon I've ever seen. so if you've liked this story or at least enjoy the concept, please let me know.**


	2. Chapter 2

Itachi awoke yet again in a different place than where he had slipped into unconsciousness, he was beginning to feel as if it was becoming a trend. His surprise at being alive and more importantly not in pain prevented him from being too annoyed at being in another situation where he had no idea what was going on. He finally opened his eyes after judging that it would be a better idea to get a grasp of his surroundings rather than keeping up the facade of sleep. The first thing Itachi noticed was the purple horse standing next to the bed he was lying in, it was apparently taking notes by levitating a pencil. Itachi just sat there staring for a good minute in shock, trying to decide if this was real or if he was under the most intricate and subtle genjutsu he had ever seen. Before he could come to a definitive decision on whether to treat this as reality, the purple horse seemed to finally notice him."Oh so it seems you're finally awake."

Itachi opened his mouth to speak drawing in a breath when he stopped, noticing something, his lungs were working perfectly. For years he had been living with a death sentence, staying alive only through sheer willpower and a drug regimen but now it appeared to have been cured. He smiled at this realization completely forgetting about the young pony that was speaking to him.

Twilight was slightly weirded out by the whatever he was lying in front of her and decided it would be a good idea to go get the princesses.

"I'll be right back." She said heading towards the door. She made it about halfway when a voice that made the hairs on the back of her neck stand on end broke the silence, "Sorry, I was distracted. What's your name?"

She turned to face the owner, who looked at her with an inquiring expression "Twilight. Twilight Sparkle. And yours?"

"Itachi Uchiha." He replied looking around the room taking in his surroundings. "Where exactly am I?"

"You're in my library. You were in pretty bad shape when Rainbow Dash and Fluttershy brought you into town. My place happened to be the closest so we brought you here while the princesses worked to save your life."

"Rainbow Dash and Fluttershy?"

"Oh they're my friends, they're the ones who found you collapsed on the road outside Ponyville and brought you here."

"What country is this in? Fire? Wind?" Itachi asked, his confusion growing with every passing moment.

"What? No you're in Equestria." Twilight answered as if it were the most obvious thing in the world. "Anyways I should probably go get the princesses; they'd be better equipped to answer any questions you might have. And besides they told me to get them once you were awake." She said heading for the door once more.

* * *

><p><em>This is too weird and realistic to be a genjutsu, no one could've possibly come up with this <em>Itachi thought to himself as the pony left the building. _Still, there's only one way to know for sure. _Itachi concentrated for a few seconds closing his eyes; he then activated his Sharingan, opening them once more.

_As I suspected. My chakra flow is completely normal. _This left him in an even more impossible situation, as it appeared Madara had not been lying to him and had indeed sent him to an entirely different world. This presented him a unique set of problems, not the least of which was the distinct possibility that he was stuck here. Before he could begin to ponder his situation, two equine figures entered the room, these two were different from Twilight, rather than simply having a horn the two both possessed wings and a horn, and they looked as regal as they came.

* * *

><p>Celestia proceeded her sister into the room curious as to who this stranger was. She had sized him up from the extensive time she and her sister had spent using their combined powers to heal him of his affliction. But now that he was awake, he was much more intense and intimidating, his face betrayed no emotion. Celestia was impressed, she dealt with diplomats and emissaries from across the world on a daily basis and none had been as unreadable as the being that sat before them. "My student, Twilight Sparkle tells me your name is Itachi Uchiha, Welcome Itachi, to my kingdom of Equestria."<p>

"Thank you your highness." Itachi replied in a grateful tone. "I am to understand you are the ones I have to thank for saving my life."

"Well my involvement was only partial, it was my sister Luna here who really was the one doing all the work." Celestia indicated the midnight blue pony standing next to her.

Itachi's gaze shifted to Luna, who was immediately unnerved by the stare of the two blood red eyes that looked at her. The eyes seemed to be looking right through her to her very soul, seeing everything that she normally kept concealed beneath the surface. But there was something else; in those eyes she saw pain, loneliness, and a great sadness. Luna recognized and understood what his eyes contained because for 1000 years her own eyes had contained the same emotions. A moment passed between them as they recognized each other as kindred spirits, both having suffered greatly in their lifetimes.

"Thank you, Princess Luna." He said his voice laced with true emotion for the first time. "I had been suffering from that disease for many years. I am eternally in your debt for curing me of it."

"I-It was nothing, really you're quite welcome." Luna said sheepishly.

"Anyways," Said Celestia returning her attention to the Ninja in front of them "I am most curious as to what you are, and how you came to be here in Equestria."

Itachi considered this for moment, he then decided he owed them at least that much and began to speak. "As for what I am, I am a human, a former shinobi from the village of Konoha in the country of fire. And as for how I came to be here, I was sent here as a final insult however I have no idea as to how I was sent."

"Konoha? Country of fire?"

Itachi then spent the next few minutes giving the princesses a basic history of the ninja world, outlining the political situation and the village system, as well as a basic overview of shinobi. The two alicorns were good listeners rarely interrupting him, and even when they did it was only to ask another question.

* * *

><p>"So you're from the 'Village hidden in the leaves'?" Luna asked after Itachi had finished.<p>

"Yes I was, but I ended up having to leave the village, despite how much I cared for my home."

"You left?"

"Yeah that's what this represents." Itachi said picking up his forehead protector from the table beside him and putting it on." The symbol in the center is the symbol of Konoha, the scratch represents the cutting of all ties to the village."

"But why did you leave?"

He grew somber and serious at the question. "It was a necessary sacrifice to protect my brother, who I valued- still value higher than my village."

"It must have been difficult."

"It was." Itachi then realized he was talking too much, he had lowered his emotional walls for these two, and the more disturbing part was he had no idea why. "Well I think I've explained myself thoroughly enough. Now I have a question for you, what exactly are you two?"

"We're ponies Itachi. Specifically alicorns if that's what you're asking." Answered Celestia

"Alicorns?"

"Yes there are three types of ponies, earth ponies who are just regular ponies, pegasai who have wings, and unicorns that posses horns and can use magic. My sister and I are both alicorns because of our royal heritage."

"Makes sense, I guess." Itachi responded processing this information.

"Well then Itachi Uchiha I have one last question for you, what do you plan to do now that you are here?" Celestia asked

Itachi's eyes narrowed as he picked up on the subtleties of the question." All I desire to do is to try and find a way back to my world, failing that I have no idea. I am no danger to you or your subjects Celestia, I have no reason to seek any conflict here."

"I had hoped for such a response, Itachi you are officially a guest of Equestria you may stay here in my student's home while you try to find a way back if you so wish."

"Thank you your highness, is there any way that I can possibly compensate for the hospitality I've received? I feel as if I owe you a great deal, yet I have no money." He said

"I'm sure Twilight can think of something. In the meantime good luck with your endeavors Itachi, I hope to see you again soon." and with that the two royal sisters turned to leave.

As she was leaving Luna turned back to look at the young human who had entered so suddenly into their world, he was standing now unwrapping the bandages that covered his right arm. She was already intrigued by him, and wished to speak with him again in private. _Those eyes_ She thought to herself as she remembered the pain and sadness that lurked behind Itachi's,_ they're not so different than mine were not so long ago._

* * *

><p>Itachi was busy examining his arm for any signs of permanent damage when he heard the clopping of hooves behind him<em>, <em>he turned to see twilight walking towards him

"Sorry for being so aloof earlier, I guess i just didn't trust you very much until the princesses talked to you_._ It seems like you'll be staying with me so I think we better have some more formal introductions." Twilight said extending her hoof warily.

"Trust should be earned not given Twilight, its quite alright." Itachi said taking her hoof and shaking it.

"Well anyways is there anything you need?" She asked

Itachi thought for a moment " Is there a tailor in this town? I do have need of some new clothing."

"Oh then we'll go to my friend Rarity's, shes the best clothing designer in all of Equestria!" Twilight said, excited to have the time to talk to a being from outside their world. "And I can also give you a quick tour of Ponyville on the way there if you like."

He pondered the offer, finally deciding that it couldn't hurt "That sounds like a good idea Twilight, please lead the way." he said as the two headed for the door.

Itachi hadn't made it more than 3 steps outside of Twilight's library when a pink blur shot up next to him, he had been too busy looking at the town around him to notice it at first and would have missed it entirely if his Sharingan hadn't been activated.

"HIYA my name's Pinkie Pie! What's yours?" asked the pink pony standing less than an inch from his face who was, surprisingly, not the least bit intimidated by him.

Itachi mentally sighed, this was gonna be a long day_._

**A/N: well here it is, the second chapter. I've been trying to make Itachi still speak and act like well... Itachi lol its been fun seeing how his personality deals with a whole world that's totally unlike the one he's familiar with. Anyways I've got most of the next chapter planned out in my head****, so that should be out by the end of the weekend. And as always any feedback is greatly appreciated :)**_  
><em>


	3. Chapter 3

"Wow you sure are a scary guy Mr. Uchiha!" said Pinkie Pie giggling as she continued to bounce around the ninja. "I don't think I've ever seen anyone faint from just looking at somepony!"

After the introductions between Itachi and Pinkie Pie were finished, the trio had set off into town. The looks the group were getting as they proceeded through Ponyville weren't helping Itachi's mood and he admittedly might have been glaring with a bit too much intensity when the group stopped to say hi to Fluttershy. The young Pegasus had passed out on the spot when the first thing she saw after turning around to respond to Twilight's greeting was Itachi's gaze.

"Well Pinkie Pie, I have had plenty of practice." He said chuckling darkly to himself. "Perhaps it'd be a good idea to deactivate my Sharingan."

"Shari-what now? That sounds like something you'd get if you were sick." Twilight said looking up from Fluttershy whom she was currently trying to wake up.

"You don't think my eyes look like this naturally, do you?" He said pointing to them as he deactivated his Sharingan.

Twilight watched as the three marks around the pupil rotated as they faded along with the blood red coloring leaving Itachi's eyes with simple dark irises

"S-so those are your normal eyes?" stammered out Twilight amazed at what she had just seen.

Itachi nodded as he knelt down next to the unconscious pony "Yeah these are my natural eyes, but I usually just leave my Sharingan activated. This is Fluttershy right? One of the two you said found me and carried me back here?" He asked as he placed on hand on her forehead.

"Yes, she and Rainbow Dash were the ones that found you." _Ruined my well thought out plans for that day too.. _"So wait, why'd you have your Sharingan activated?"

"Besides to scare ponies? It allows me to see chakra and increases my perception, I was checking to see if I was under some sort of illusion earlier guess I just forgot to deactivate them." He said as his hand began to glow with green energy. Itachi had never been very good with medical ninjutsu but he could at least bring someone back to consciousness by disturbing their chakra sufficiently.

"Chakra?"

"The mixture of physical and spiritual energy present in all living beings, you probably have a different word for it here." He answered as Fluttershy began to stir. "Twilight, I can see you have quite a lot of questions for me, but I'm not really in the mood to be answering them all at once. Considering I can't really think of a way to compensate you for letting me stay in your home, hows about you pick a time and we can sit down and I'll answer all your questions. Does that sound like fair payment to you?"

"Sounds like a deal to me." Twilight said smiling; she was already beginning to formulate a list of questions for him.

"Uhhhh what happened? I was buying some food for angel when I heard Twilight, so I turned around and…." Fluttershy said rubbing her head as she sat up, stopping suddenly as she opened her eyes and noticed Itachi kneeling next to her looking at her with concern. " Y-you're the one Rainbow Dash and I found on the road."

"Yeah I am and I owe you two my life. Though I suppose scaring you half to death isn't the best way to show my gratitude." Itachi said smiling.

"It's quite alright; I've never been the bravest of ponies. What's your name? We never did find out."

"Itachi Uchiha. And if there's anything you or Rainbow Dash need please let me know, I pay my debts, especially ones of this magnitude. " He said, standing up from Fluttershy's side.

"I'll remember that, thank you." She said, continuing to avoid Iatchi's gaze.

"Oo! Oo! Fluttershy you should see who would win in a stare off! Your 'stare' against his Sharingan-thingie!" Pinkie Pie said excitedly continuing to bounce up and down.

"Ohhh no I couldn't do that, you know that I can't control it. And I have no reason to use it on him."

"Awww spoil sport!" Pinkie said, and finally stopped bouncing.

"And besides Pinkie, I've seen both. If they went at it, we might be here for hours." Twilight said.

"Probably, depends on which one of us would have to blink first." Itachi said looking around at all the ponies around the four who were still staring at them. "Twilight I think it'd be a good idea to hold off on that tour until later."

Twilight looked around noticing the looks they were getting as well. "Agreed."

"Well Twilight, it was nice to see you but I have to get back to Angel, he doesn't like it when I'm late with his lunch. Oh and Mr. Uchiha, it's good to see you're alright." Fluttershy said as she turned to leave.

"OK bye then Fluttershy!" Twilight said as the Pegasus began to head off to her home, followed closely by Pinkie Pie. "Pinkie Pie where are you going?"

"Oh I'm going to help Fluttershy with feeding her little friends! But don't worry I'll see you later at Mr. Uchiha's welcoming party!" Pinkie Pie said, bouncing off in the same direction as Fluttershy.

"Wait, what? A Party? But I wasn't …. " Itachi's voice just trailed off as the pink pony just giggled and continued bouncing away.

"Don't worry, nopony can understand her, you're not the first to be confused by Pinkie, I know I still am." Twilight said laughing slightly at the confused shinobi.

* * *

><p>The two then continued onwards to Rarity's where even outside they could hear somepony fussing over something or other. Twilight and Itachi shared a look as Twilight pushed open the door.<p>

"Hi there Rarity! Oh sorry are we interrupting you?"

Standing in front of Itachi and Twilight was a white unicorn with her back turned towards them whose horn was glowing as she was finishing some stitches on a dress set on a pony shaped mannequin.

"Oh no dear I'm just finishing up these last few details, I'll only be a minute. What is it you need?" Rarity asked as she continued working.

"Oh well it's not for me it's for our new arrival here."

"New arrival? You don't mean.." Rarity said as she turned around to face them finally and noticed Itachi. "You're the one Dash and Fluttershy found on the way into town right? My name's Rarity, it's a pleasure to meet you."

"Itachi Uchiha, and likewise." He said inclining his head in greeting.

"So what can I do for you Itachi?"

"Well I'm in need of some replacement clothing for some that I lost earlier, and Twilight told me you were the best one to go to."

"Well she's quite right, do you have anything in mind?"

"Yes actually, do you have a pencil and paper? I can give you the design right now along with all the measurements if that'd be helpful."

"Well of course that would, but surely you can't mean you plan on designing it all right now?"

The look on Itachi's face told her otherwise.

"Well then here you go." She said handing over a sketchpad and a pencil. "Let me know when you're finished or if you have any questions. In the meantime Twilight darling there's a few things I wanted to get your opinion on with regards to the Grand Galloping Gala…."

The two ponies hadn't been speaking for more than a couple of minutes when Itachi was finished. As he handed over the sketch pad, Rarity's jaw almost dropped through the floor.

"Did I do something wrong?" He asked.

"No, no of course not, but you did ALL this in a couple of minutes?"

Curious, Twilight looked over at the sketchbook, on the page was an incredibly detailed drawing of what seemed to be a large coat at three different angles, you could even see the individual stitches in the drawing. Also along the side were the colors he wanted and a list of the necessary materials and measurements out to 3 decimal points of exactness.

"Yeah, sorry if it's a bit rough, the pencil tip broke off halfway through."

Rarity just kept looking dumbstruck, then suddenly swept off to her shelves to see if she had the materials. As she was sifting through her inventory Twilight leaned over to Itachi and whispered "You did that on purpose didn't you?"

"Perhaps. No one's ever accused me of not being thorough." He whispered back as a faint smile appeared on his lips. Twilight started smiling too as she noticed he had reactivated his Sharingan.

"Well I have all the materials necessary for it but are you sure you want these colors? They just clash so much with the purple you're already wearing." Rarity said as she returned levitating the cloth she was going to work with over to a nearby table.

"Yes I am sure, the colors are pretty important to me they were traditional wear for my clan." Itachi said.

"Well if you say so, but before I get started could you come over here and tell me what you think about the stitching on this dress? You do seem to have a pretty good eye for design." Rarity asked, indicating the magenta dress she had been working on when Twilight and Itachi had entered the store.

Twilight sighed as Itachi acquiesced to Rarity, going over and pointing out all the problems that still plagued her work. As she sighed she looked out the window and saw Spike sprinting up the road towards Rarity's looking distressed. Twilight stepped outside the shop as she yelled "Spike!" getting the young dragon's attention.

Spike ran up out of breath "Twilight! I'm so glad I found you, is Rarity in there?"

"She was last time I checked like 5 seconds ago. Why? What's wrong?"

"Rainbow Dash said there's a manticore heading for Sweet Apple Acres, fast! And she needs your guys' help to stop it before it hurts somepony!"

"Does Applejack know? She's got to get out of there!"

"Yeah but you know how she is, she won't abandon her apple orchard."

"Well then we've got to get going now!" Twilight said urgently turning to go back into Rarity's "I'm sorry Itachi but me and Rar- wait, Rarity where'd Itachi go?"

"I don't know he was looking out the window at you and spike when he suddenly asked me where Sweet Apple Acres is, and once I told him, he said he had to leave and shot off."

_Oh boy... _Twilight thought to herself getting the feeling that this just got a whole lot more complicated.

* * *

><p>Itachi jumped from roof to roof in Ponyville heading towards the Everfree forest, hoping to catch that manticore thing before it got to hurt anyone innocent. He normally wouldn't have gotten involved in such a thing, but he no longer had to keep up the facade of the dispassionate evil outcast he had worn for so many years. <em>And besides<em> Itachi thought to himself as he reached the edge of the town and bounded off into the trees of the forest _I owe these ponies a great deal, it's the least I can do to try and repay them for the kindness and generosity they've shown me_.

* * *

><p>"For the last time, Applebloom ya can't stay out here wit me and Big Macintosh, it's too dangerous!" Applejack said, exasperated, she was already high stung enough what with the huge vicious monster that was heading for her farm, and her little sister trying to help her and Big Mac fend it off wasn't helping.<p>

"But sis it's my home too! I wanna help!" Applebloom protested

"No you're not and that's final, now get back to the barn before Ah' drag you up there myself."

"It's too late!" Big Mac said looking over into the forest where the crashing of a large animal could be heard, and it was growing louder with every passing second.

"Applebloom get behind us and stay low!" Applejack shouted as she and Big Mac got ready to fight whatever came out of there. _Guess we'll have to do this without the others_ she thought to herself as the manticore burst out of the treeline.

"Wait, whats that?" Big Mac asked.

A lone figure had just flickered into existence between them and the manticore in the middle of the field separating the Everfree forest and Sweet Apple Acres, it made no movement to avoid the charging beast which suddenly stopped as it approached the figure, wary because the figure's sudden appearance, the beast wouldn't attack for now.

"I know who that is! That's the one Fluttershy and Rainbow Dash found the other day! But what's he doing awake and more importantly what the hay is he doin' trying to take on that thing singlehandedly?" Applejack said.

"I don't know sis but he better get out of there bef-" Before Big Mac could finish his sentence the maticore had struck out impaling the human in front of them through the torso with its tail.

"No..." Applejack breathed as she watched the scene in front of her. She looked over at Applebloom, worried about her sister seeing something like this, there were tears in her sister's eyes as Applebloom looked at what had happened and her face looked as if she was about to cry.

"Well at least now I know it's perfectly capable of killing." Said a voice from behind them.

All three ponies turned to see the human they had just watched get stabbed standing before them, looking past them at the manticore and its supposed prey.

"But, But how are you- we just saw you." Applejack stammered out in disbelief at what she saw.

All Itachi did was incline his head indicating they should look back the beast behind them, as Applejack turned around she saw the impaled body of the being standing next to her dissolve into a flock of crows.

"Genjutsu." He said simply "An illusionary technique, I needed to see what it was capable of and so placed a clone in front of it."

As Itachi had neared the border of the Everfree Forest and Sweet Apple Acres, he began to evaluate the situation. Coldly analytical when it came to combat he decided it would be better to gauge the abilities of the manticore and also to see if it was truly bent on killing everything before it. And so utilized his genjustsu to create a clone while he watched from the outskirts.

He now knew that it was most certainly capable of killing, and that it used its tail primarily for that purpose, perhaps that information would be of use later.

Itachi began to walk forward, advancing into the field towards the manticore which had restarted its charge towards the group. "I'll handle this, just stay back and watch, it'll be over quick."

"Hey now wait just an apple pickin minute here mister Ah'-" Applejack started to say before she was interrupted by her brother's hoof on her shoulder

"Applejack I think it's best if we just listen to him, he sure seems to know what he's doin." Big Mac had been around the block a few times in his life and he had seen the look Itachi had in the eyes of only a handful of ponies, all of which were in the royal guard, it was that dispassionate battle hardened look. Big mac suddenly had the feeling that everything was gonna be fine, he felt like the guy in front of them could take on anything... and win.

The manticore continued its charge, only fifty feet from them now, as Itachi closed his eyes concentrating. It got closer and closer finally when it was a bare 10 feet from them he opened them once more casting a paralysis genjutsu on the creature before him, it abruptly stopped. he then strode forward never breaking eye contact, speaking to it " I don't know whether or not you can understand me, but I'm sure you can understand what I'm saying with my eyes. Begone from here and never return to this place, or you'll have me to answer to... and next time I won't be so lenient."

The creature for its own part was scared beyond all belief, in its entire life it had never seen a being with eyes that contained such power as the ones that now bored into its own. It had no desire but to run away from the eyes that now held it where it stood.

Getting the feeling that his message had gotten across, Itachi released the genjutsu and the manticore immediately turned tail and ran back off into the forest.

"Well now that's better, are you all alright?" He asked turning around to the three ponies who were all staring at him with dumbfounded expressions on their faces. _Did I do something wrong again?_

"That...was...AMAZING mister!" The youngest one yelled out running towards Itachi and hugging his leg. "That was so cool how you scared off that manticore just by looking at it! What's your name?"

"I-Itachi Uchiha." He was for the first time at a loss for what to do. All he knew was that the young filly reminded him greatly of his brother back when they were younger.

"Well Itachi you have the thanks of the Apple family, mah name's Applejack and this here's Big Macintosh." She said indicating the larger red pony standing next to her. "And the little one who's trying to crush the life out of your leg there is Applebloom."

"You're welcome. Sorry if I scared you all with my clone genjutsu earlier, I don't like going into a fight with no understanding of my opponent." Itachi said.

"Naw it's fine so long as you're actually OK."

"Applejack!" yelled a voice that all four were familiar with, they all turned to see Twilight and the other elements of harmony running up to them. " Are you all right? Where's the manticore?"

"Relax Twilight, we're all fine thanks your friend Itachi here, he scared that beast off with just a look. Never quite seen anything like it." Applejack answered indicating the ninja.

"It was SO cool!" Applebloom piped up.

"Just a look huh? Pretty impressive." Said the blue pegasus, who was the only one Itachi didn't know the name of. "Hiya my name's Rainbow Dash, Fluttershy and I were the ones who found you out on that road, you must be Itachi, guess I'm the only one you haven't met yet." She said extending a hoof.

"Great to meet you. I owe you a great deal for saving my life." He said taking the hoof and shaking it.

"So you really scared it off with just a look?" Twilight asked.

"Well it was a little more than just a look." Itachi admitted.

"Ahhh I see. Your Sharingan I assume?"

He smiled "Good guess."

"OMYGOSH you guys you know what we should do? We should have a double party! One to welcome Mr. Uchiha to Ponyville, and one for him saving Sweet Apple Acres!" Said Pinkie Pie excitedly.

Everypony looked to Itachi for approval, "Sounds good to me. Just one condition, call me Itachi from now on, Mr. Uchiha sounds too formal."

"YAYYYYY!" Pinkie Pie cheered as the group set off for Ponyville.

For the first time in many years Itachi felt content. He had no idea what it was about this place that helped to lift the heavy darkness that had settled over him for most of his life, but he certainly did appreciate it as he was led off into town.

* * *

><p>Deep within the void that existed between worlds, a malicious presence stirred. Had it had a face it would've worn a mask of the deepest frustration. The manticore it had influenced to attack the feeble defenseless little town hadn't even managed to cause property damage, and it was quite pathetic for a being of its caliber to not even have accomplished that. It was however surprised at what had stopped it, the being that had countermanded its control of the beast was more adept in influencing minds that itself and was more powerful than the two princesses of that world combined. It knew now that being was the one whose arrival it had sensed. It would wait for now, biding its time until an opportunity arose, if there was anything it had learned in its many years it was the value of patience. It had gone by many names throughout its existence and worn many forms, but the latest had been Nightmare Moon when it had possessed that weak minded alicorn. It had plans, but for now it would just wait...and watch.<p>

**A/N: wow, I most certainly didn't think this chapter would turnout to be this long. Anyways I figured it was about time to end filler type stuff and begin a little action and foreshadowing for whats to come. I hope you guys enjoy reading it as much as I enjoyed writing it. Onwards to chapter four! and as always any feedback on my work is greatly appreciated!**


	4. Chapter 4

Luna stood in the middle of a street that she didn't recognize, it was night and as always the sky was a beautiful sight. She looked around inspecting her surroundings; the street was lined with a wall on one side and an impressive looking building on the other. Luna was drawn to the building, feeling as if she must proceed inside.

As she approached the front door, a voice rang out from within, "Brother! Mother and father are.. What happened! Who would do such a thing?"

Luna started, whoever it was they sounded frightened, more so than anypony Luna had ever heard in her life. She burst through the front door but only made it a few steps before she stopped in shock, the scene before her was more grisly than any she could have imagined, the quaint interior of the house was covered in splotches of blood, and weapons dotted the floor and walls, obviously some kind of fight had taken place here.

Before she could recover her wits a scream split the air, "AHHHHHHHHHHHHHHHHHH! STOP IT BIG BROTHER! WHY ARE YOU SHOWING ME THIS?"

The scream snapped Luna out of her shock induced paralysis and she charged forward towards the voice. She stopped in front of the room she had heard it come from and began to slowly open the door. Inside there was nothing but darkness and it flowed out like water consuming her, as she sank into the darkness the voice just kept repeating "Why? Why did you do this?"

Luna awoke in a cold sweat, staring down at the book she had fallen asleep on. She remembered what had happened; she had been researching spells to travel between worlds alone in the library. She was so tired from healing Itachi the other day she must've fallen asleep. _That dream was horrible…. I wonder what it was about._

* * *

><p>Itachi stepped out onto the balcony of Twilight's library, breathing in cool night air for the first time in a few hours. Behind him the noise from the party continued, practically all of Ponyville was in attendance. He had spent the last few hours greeting multiple ponies and gorging himself on the food that was available, he hadn't eaten in a long time. He stared off into the distance thinking as he sipped apple cider from a chalice trying to tame the burning on his tongue, he made a mental note to never eat anything Pinkie Pie handed him without looking at what exactly she had given him again.<p>

"So how much longer are you just going to stand there in the shadows?" He asked without turning around.

Luna phased into visibility next to him. "How did you know I was there?"

"Please princess, your chakra overshadows everyone here…well except maybe Twilight." He said as he took another sip. "She's got quite a bit of power hidden under that studious visage. So to what do I owe this pleasure?" Itachi asked finally turning to face her.

"I came here to tell you this in person, I've been researching spells all day to travel between worlds. I've tried everything…. but I'm afraid there's no way for you return to your home….I-I'm sorry." Luna said looking away.

Itachi had the chalice halfway to his lips when he stopped. "You didn't have to do that….. thank you."

Luna looked back to the shinobi. "You don't seem all that upset."

"I knew from the second I woke up in this world that being stuck here was a very real possibility. My entire life has been about playing the cards I've been dealt to the best of my ability, this is no different."

"Seems like a horrid way to live life."

Itachi shrugged turning back to look out over the town below him "You're right, but life's not always that simple, things happen that are out of our control and we suffer the consequences. Getting upset or angry about something that you can't control or alter is a waste of time and energy." He sighed and then took a long drink from the chalice. "And besides there are a lot worse places to be stranded."

Luna was taken aback by Itachi's calm acceptance of his fate, she had expected him to be shocked, even angry but not calm. "But you'll never see your friends or family again doesn't that bother you?"

"I haven't had friends in eight years and my only family left is my little brother, who I've only seen a few times in that timeframe."

_Well that's not that bad…_ "Wait, how old are you?"

"Twenty-one."

"What? You're telling me you haven't had any friends for almost half your life?"

"Yes, there have been certain… circumstances that prevented me from being able to have any." Itachi said choosing his words carefully; he was treading on thin ice here.

"Circumstances?"

"I've been running for those last eight years, living on borrowed time. Making every effort that I could to accomplish my last goal, the only one that mattered…. giving my brother the chance to live in a world that I never could."

"What kind of world?" Luna pressed, trying to understand the human whose life she was beginning to realize was not all too different from her own.

Itachi turned to face her, "A world without war."

Luna was shocked into silence.

He looked down into his chalice watching the cider swirl around, "Living in a world such as this you probably can't understand it, watching people who you've known all your life, who you've shared laughs and stories with, die all around you. Having countless comrades whom you trust with your own life fall in battle before your eyes is a horrible thing, something I swore long ago to prevent with anything I could give…. Including my life."

Luna blinked a few times, "I-I couldn't imagine such a thing happening to me…."

"Be thankful you can't, I lost my closest friend to the hatred that had consumed my world."Itachi said looking back to her. "This world is a gem Luna; there have been thousands who have given their lives back in my home in the name of peace, so that they might forge a world like the one you enjoy so thoroughly here."

After that the two just stood together in silence, looking out over the night, simply enjoying the others company.

"So I actually am quite curious now, how old are you?" Itachi asked finally breaking the silence

"That's a bit of a rude question to ask." Luna said taken aback.

"You asked first, so it's only fair."

"Fine if you must know, I'm one thousand one hundred and five."

Itachi just looked at her with a totally dumbstruck expression. "You're kidding me right?"

Luna just shook her head, "No I'm not, my sister and I are both immortal."

"Wow, are you two the only immortal ones?"

"Yes we are. We must be for it is our duty to raise the moon and the sun, without us there would be nothing." Luna said, looking up at her night.

"Must be hard, being the only two immortals in the world." Itachi said after a pause.

"Yes it is, though my sister would know better than me. I've spent the majority of my life trapped in the moon." Luna said looking back down, she didn't like thinking about that time.

"Huh?" He said, once again genuinely confused.

"I was entrapped within the moon for one thousand years, punishment for my actions so to speak; I allowed a dark presence to overtake me because of my jealousy. While under its influence I put all of Equestria to sleep and sent nightmares raging through their heads until my sister stopped me and then sealed me in the moon to prevent everlasting night. I was forced to endure the loneliness of my exile and the torture of that darkness until a couple months ago when I returned and was saved by the elements of harmony." Luna said recounting the events that had dominated the majority of her life.

"Elements of harmony?"

"The six ponies that embody the elements of friendship, I believe you've met them all already, they are Twilight, Applejack, Rarity, Pinkie Pie, Fluttershy, and Rainbow Dash."

"Oh yeah I've met them all. But that sounds terrible, a thousand years in the moon; I don't think I could've handled that." Itachi said

"I'm surprised I did too, it's certainly been an experience trying to come to terms with being gone for a thousand years." Luna was starting to look crestfallen as if recounting her past was causing her a great pain.

"….For what it's worth Luna I don't think you deserved any of that and it's a horrible tragedy that it did happen to you. You're one of the kindest beings I've ever met."

"Y-you really think so?"

"How could I not? You spend an entire day working to save my life, allow me, a stranger from a violent world, to stay in your kingdom. Then on top of all that you spend another day researching for ways to return me home, come here to let me know personally and then you have patience to listen to me ramble on about my past. You're a very selfless pony Luna. It really does anger me that you went through all that, spending the majority of your life in the moon. Nobody deserves that, least of all you."

"….Thank you…" she said turning the other way to hide her face from him. She didn't want him to see her tears.

Itachi turned back looking out at the night sky, pretending like he hadn't noticed her tears. He finished the cider he had taken out on the balcony when Luna piped up again. "Does this mean that we're friends?"

"Do you want to be friends?"

"Yes."

"Then yes." He said smiling.

Luna was ecstatic, she had just made her first friend in a thousand years, and Itachi would never know how much that meant to her. In addition he was more than just a friend he was another being that had suffered the pain of loneliness for a majority of his life, and in that way they understood each other in a way no others could.

Twilight picked that exact moment to pop out onto the balcony, "Hey Itachi are you up here? everypo-"Twilight stopped speaking as she noticed Luna. "Princess Luna! What are you doing here?" she asked before she remembered who she was talking to and bowed deeply "I-I had no idea you were coming! Otherwise I would have been more prepared!"

"It's quite alright Twilight Sparkle, I was just here to talk to Itachi, there's no need to make a fuss about it. I was about to leave anyways, but before I do I feel like I should let you know that my sister is planning on inviting all of you to Canterlot tomorrow. Just a bit of a warning so you're not caught completely by surprise."

"Thank you princess." Twilight said, truly grateful for that information, it allowed her to take the time to organize herself, and she hated being unorganized.

Luna then turned to Itachi who had been watching their exchange with some amusement. "Well then Itachi Uchiha I shall see you tomorrow, until then enjoy my night." She said smiling.

"I look forward to it Princess Luna, good night to you as well." Itachi said matching her smile.

And with that Luna teleported away from Twilight's library, leaving the young unicorn gaping at the place where she had vanished. "Just what did you do Itachi? I don't think I've EVER seen Luna smile like that."

"Oh we just talked about our pasts, nothing too major."

"Ok then, just what did she come all the way out here to tell you?"

"That there's no way for me to return to my own world." Itachi said, the thought sobering him.

"Oh…I'm sorry." Twilight said, what else was there to say?

"Thanks." Itachi said that realization was still sinking into him. Despite what he had said earlier, he did care that he was stranded here, it meant that he could not get his revenge against Madara. _But then again you are supposed to be dead Itachi…Better to be alive, stranded on a foreign world, than dead for no true reason._

"You ready to go back in?" Twilight asked, the party was still in full swing and Applejack wanted to toast "The Hero of Sweet Apple Acres" again.

"Yeah." Itachi responded as he followed Twilight back inside, another idea popping into his head as he thought about his situation. He decided he'd head over to Rarity's first thing in the morning, he had some more ideas for some more stuff and he wanted to make sure it was ready before Celestia summoned them all. In the meantime however, he'd just try to enjoy what was left of the night.

* * *

><p>Twilight woke up feeling groggy, not good. She should never have let Pinkie Pie talk her into eating all those cupcakes, now she was going through massive sugar withdrawal. She looked over at her window, it was about midmorning. <em>Well at least Spike will be happy.<em>_He finally got to sleep in. _Now that she was actually awake Twilight rose from her bed and looked over to Spike's noticing the dragon was gone. _Well maybe he actually got himself up for once.._

"Spiiiikkkkeee!" She called out a few times while she headed downstairs to where Itachi was staying. However, the library was completely empty. Though it appeared Spike had done all of his chores. Twilight was starting to get worried until she noticed a note left on a table from Spike saying that he and Itachi were at Rarity's, and then asking her to meet them at the lake whenever she woke up.

Twilight arrived at the lake just as Spike and Itachi were. Itachi was wearing radically different clothing than he was when he had first arrived in Ponyville. He now wore a large, dark colored coat with a high collar, it was adorned with a spiraling symbol upon the back, he still wore his forehead protector though. Itachi had the front of the coat open revealing that he had also changed from the purple clothes, he sported an olive colored vest of some sort and jet black underclothes, and his ankles were wrapped in bandages, above the similarly colored sandal things he now wore.

He walked up to Twilight, "Good morning Twilight, I accidentally woke Spike up earlier when I was getting ready to leave to go over to Rarity's and once he heard where I was going he wanted to come with."

"It's ok I was pretty out of it this morning because of the party last night. So why did you say for me to meet you two here Spike?"

"Well Itachi told me that in exchange for helping Rarity and him with his new clothes he'd teach me how to breathe fire better, and I wanted to show you."

Twilight looked at Itachi incredulously, "You can do that?"

Itachi shrugged "Well, we'll see, at the very least I should be able to help him with his control of it." He turned to Spike, "Ok spike, let's see what you can do."

Spike nodded and then looked out over the lake concentrating, then mustering all the energy he could he fired a fireball into the middle of the water where it then burst apart.

Itachi had been watching Spike with his Sharingan the whole time, "Good effort, that wasn't bad by any stretch of imagination, but you're wasting too much energy in trying to propel the flames forward and it's reducing the amount of flames you can produce." He walked in front of the other two. "Here, if you stop trying so hard to make it go further than it should look something like this.."

Twilight got wide-eyed _Wait, he's not about to breathe fire…. Right?_

Before she could say anything Itachi's hands blurred together as he quickly weaved five hand seals and drew his head back as he took in a breath, _Katon, Gōkakyū!_ With that he fired a huge fireball about five times the size of Spikes which shot forward and exploded in a spectacular fashion in the middle of the lake.

"And that's how it SHOULD look." He turned back to see the two looking at him with slack jawed expressions. "….What?"

"That was incredible… I didn't know humans could use magic." Twilight said recovering first.

"That's not magic, that's ninjutsu, the art of molding one's chakra to physically affect the world." Seeing the confused expressions continuing to look back at him, he sighed and explained the basics of ninjutsu and nature releases.

"Wow." Spike said after Itachi was finished

"Well those are just the basics of it, there's a lot more. But that should give you an understanding at least." Itachi said."Now in the meantime Spike give it another try, except this time try not to focus too much on making it fly particularly far."

"Well ok, here goes nothing.." Spike said stepping up to edge of the water and preparing to fire another fireball. However, before he could he belched out a small amount of fire which conjured a letter into their midst.

Twilight caught it with her magic and read it quickly.

"What is it?" Itachi asked, though he already had a good suspicion as to what it was.

"Its a summons to Canterlot from Princess Celestia, for the elements of harmony and you, Itachi."

"Well ok then how are we supposed to get there?"

"She's sending some chariots for those of us who can't fly. In the meantime we should probably gather the rest of my friends so we're all ready to go when they get here."

Twenty minutes later the group of seven were ready to go in the center of Ponyville. They watched as five chariots descended from the sky and came to a halt in front of them. Itachi only had to cast an eye over one of the chariots for no more than a second before he asked,"Are you sure one of these things can take my weight?"

The guardsponies that were pulling said chariot shot him an insulted look.

"Guess they think they can." He said stepping into one of the chariots, as the rest of the earthbound members of their group followed suit.

The trip to the capital city took a short ten minutes of flying, and soon they were all on the ground outside the palace, ready to head inside. As they began to proceed into the royal hall Itachi couldn't help but have an ominous feeling about this whole thing. Something just wasn't right and he couldn't quite put his finger on it. He turned and looked into the sky and he would've sworn he had seen just the tiniest flash of _something_, whatever it had been it was gone now, but that didn't change the nervous feeling in his gut.

* * *

><p>Hovering high above the city of Canterlot, the dark presence known simply as Nightmare brooded, this might very well be the opportunity it had been waiting for. Its patience had paid off, as the pieces had simply fallen into place. However, its power had waned greatly since the encounter with those damned elements of harmony a few months ago and it was nowhere near its former glory. The relationship that had formed between its former shell and Nightmare's new target could be easily exploited, that pathetic pony, the powers of a goddess yet so easy to manipulate. With a foothold in her mind it could influence every other being there, yes this was certainly the opportunity it had been waiting for. The first thing it would have to do is drive that human away from the elements, turn them against him, and if the flashes of his nightmares that it had seen were any indication of what lurked in the human's past it knew the perfect way to do just that.<p>

**A/N: Ok so chapter 4 is FINISHED, hahaha these chapters seem to be getting longer each time I do them. anyways if any of you are having a hard time visualizing Itachi's new look, its basically an Akatsuki coat with the same dark base color but with no red clouds on it and the Uzumaki clan symbol on the back, and underneath it he wears typical Konoha ninja attire except with jet black clothes as opposed to blue and the Uchiha clan symbol on the back of the vest. I was shooting for a Konoha associated look, kinda like an Akatuski version of Minato's getup, because honestly it's damn hard for me to visualize Itachi WITHOUT an Akatsuki coat lol. Next chapter, the initial showdown between Itachi and Nightmare! as always, any feedback is greatly appreciated!  
><strong>


	5. Chapter 5

"Welcome to Canterlot young ponies." Celestia said to the elements as they entered her throne room.

"Where's Itachi?" Luna asked, slightly concerned that he was not among them. "He did get the summons, right?"

"Don't worry Luna, I'm here." Itachi said as he walked in. "Sorry I was just admiring the design of the architecture and lost track of the group." It was a white lie, but there was no need to get them worked up over a nervous feeling he had.

"My sister has told me that she has informed you of the impossibility of return to your world. You have my sympathy Itachi, nopony should ever have to be forcibly separated from their home."

"Thank you princess I appreciate it."

The five ponies in the room who hadn't heard this already, turned to Itachi.

"You're stuck here?" Fluttershy asked softly, a shocked look on her face. "That's terrible."

"It's not as terrible as you might think; please, don't get upset on my account." He said smiling at them all.

"How can it not be terrible? You'll never be able to see your home ever again, doesn't that bother you?" Rainbow Dash asked incredulously.

Itachi looked over to Luna and they shared a look for a long moment before he turned back to the assembled ponies. "Because if I hadn't ended up here I would be dead Dash. You saw how bad I was when you first found me, in my world there was no cure for that disease and I wouldn't be alive if Luna and Celestia hadn't cured me of it. Fate is a fickle thing but I can't help but feel I ended up here for a reason, I have no idea what that reason is but by coming here even though I can never return I was given a second chance. Not being able to see my home again is a small price to pay for my life." He turned to look out the window, smiling "and besides, if I had to end up being stuck somewhere, Equestria doesn't seem half bad." He said, echoing his statement from last night.

He turned back to the group,"Now Celestia, I assume you summoned me here for a reason?"

"Yes I did, first of all I wanted to thank you personally for stopping that manticore, that was no small feat and you doubtlessly saved many lives."

"And mah farm!" Applejack piped up.

Celestia smiled "Yes and Applejack's farm."

"So then why'd you bring the others here?" Itachi asked raising an eyebrow.

"I was getting to that Itachi. An attack like this is completely unheard of in Equestria's history, beasts like the manticore have attacked ponies who wander too deeply into their realms but there's never been a case of one coming out and attacking innocent ponies. This incident concerns me greatly, and gives rise to suspicions that it was influenced to attack Sweet Apple Acres."

Itachi opened his mouth to say something but before he could Celestia cut him off, "We do not suspect you of causing this Itachi, you were unconscious for two days and then were always with my student until it attacked." She smiled." Though I do find it funny that you would expect us to suspect you."

Itachi shrugged "I would if I was in your position, but I guess that's just my opinion as somebody who's used to conspiracy."

"What I want to know is how you knew it was going to attack. I don't remember anypony telling you about it." Twilight said.

"My Sharingan can read lips Twilight; I can see what you're saying from a mile away, maybe more depending on the weather." Itachi said grinning, "When you were talking to Spike I could read every word and made my decision to go help."

"In the meantime let's get back to the issue at hand, whatever it was that influenced that manticore, it is incredibly powerful, and obviously has malicious aims. It could very well be the greatest threat to Equestria since Nightmare Moon, perhaps more." Luna winced at the mention of her former title. "For this reason I summoned the elements of harmony, however Itachi you I summoned because I have a request to make of you." Celestia said, looking directly at him.

"You do?" Itachi tilted his head to side slightly in curiosity.

"These six ponies all have an obligation to protect this land and all its inhabitants. You do not, so I could not in good faith ask you to help us in this task, this is not your world, and these are not your people or even your kind. Your actions in Ponyville however have made me reconsider that decision and so I ask you, Itachi Uchiha of Konoha, will you help us defend our land?"

Itachi appeared to be thinking over the question as everypony in the room watched him intently, though he had already made his decision from the moment he had left to go defend Applejack and her family. "Princess Celestia of Equestria, I will aid you in the defense of this world with all my skills and knowledge. You have my word as a shinobi."

She smiled, "Very well then Itachi Uchiha, I will hold you to that promise should the time come. However as I said before, do keep in mind that whatever it was that caused that attack is extremely powerful and dangerous and poses a grave risk to us all."

…."My, my, my Celestia, I don't I've heard such compliments for a millennia." Said a voice that sent chills down everypony's spine. As it spoke an unnatural darkness began to enter to room, not the calm darkness of the night, but rather an evil horrifying darkness, the kind one only finds in their deepest nightmares.

"Who are you?" Celestia demanded as the darkness continued to advance into the room. "What is the meaning of this?"

"Surely you recognize the voice of the being that turned your dear sister against you? Or maybe you've gotten senile in your many years." The voice taunted.

"N-no it can't be…" Luna said, visibly shaking, an abject look of terror appeared on her face. "They sealed you away; you can't possibly be here…"

"Oh but I am my dear Luna, I've returned to bring darkness once more. And like last time, you shall be my medium to this world." As it spoke, the form of a great demonic alicorn formed from the darkness before them.

And the instant it opened its eyes; it was consumed in black flames.

Itachi couldn't have said at that exact moment why he was so hell-bent on killing whatever it was that had appeared before them. Perhaps it was because of the sheer evil that emitted from it? Or maybe it was because it was causing such fear in the one being on this world he had called a friend? No, those thoughts hadn't even begun to form in Itachi's mind when he had struck; it was something much simpler, its eyes. Itachi had only seen eyes that held the same malice and ambition in one other being in his life, the only person he had limitless contempt and hatred for, Madara. Itachi acted on instinct, activating Amaterasu, pouring all his hate and guilt over his failure to protect his little brother into killing that thing before him. He had never been so dedicated to destroying something in his life.

Every other pony in the room just stared at the writhing demon alicorn before them as it was consumed by the intense black flames. Luna however, looked over at Itachi, knowing that no pony could create flames like this. What she saw would be burned into her mind for all time, Itachi's eyes had changed, the patterns that had existed on the surface had shifted. The most prominent thing was that his right eye was leaking blood giving him the appearance of weeping it. But that wasn't what shocked her, she had never seen such hate in another being's eyes.

As the flames continued to burn, the alicorn they covered vanished and Itachi's right eye returned to normal, extinguishing Amaterasu. Everypony in the room stared at the spot the pony had vanished from, and then slowly turned to Itachi.

"What WAS that?" Celestia demanded, for the first time sounding angry. Not even she, the mistress of the sun could produce flames of such heat.

"Amaterasu." Itachi said simply "The ultimate fire release technique, cast from my right Mangekyō Sharingan." He indicated his bleeding eye.

"Well, inextinguishable black flames that burn with an intensity greater than that of the sun. You ARE indeed special." Said the voice as the demonic alicorn reformed unharmed. "Allow me to introduce myself, I go by many names but you may call me Nightmare."

"But we sealed you away!" Twilight shouted, as the other elements of harmony stood by her side.

Nightmare laughed, though there was no humor in it. "Yes you may have successfully managed to 'seal' me away temporarily. But my power rises with the negative emotions present in this world." It looked over at Luna, "And your doubts about your relationship with this human have given me all the power I need to return!"

"I-I don't have any doubts!" Luna shouted half-heartedly

"LIES! I've seen the thoughts swirling around your head! You wonder whether he will abandon you like all the others did millennia ago! About his ability to understand you for who you really are! Do not lie to me Luna, for I know you better than anypo-"

Nightmare was interrupted by a single word, it wasn't particularly loud but the danger and command it carried gave it the impact of an atom bomb. "Enough."

Nightmare tuned to the Itachi, whose eyes bored into its own with all the intensity and hatred of a mortal enemy. Itachi now knew why he was able to see so clearly, he now knew why Amaterasu was more powerful than ever before and did not affect him. Somehow he had gained an Eternal Mangekyō Sharingan. He knew not why or how but he did know what he planned to use it for, to annihilate the presence that tormented Luna before him.

It was at this exact moment the elements of harmony decided to act, as the six ponies began to glow and rise into the air. However, Nightmare had anticipated this and vanished once more, the darkness seeming to recede. The elements continued to hover but it appeared the darkness was gone and they lowered themselves to the floor. But it was not over, not by a longshot the second they touched the ground darkness swept over them once more and they instantly all became overcome by exhaustion and collapsed to floor, every single one asleep.

Celestia began to run forward in concern, but stopped realizing something and turned to her sister with trepidation, as she lay eyes upon Luna her worst fears were confirmed. Her sister laid on the ground convulsing as she fought phantom enemies in her mind, the dark presence of Nightmare overshadowed her, and it spoke one word. "Gotcha."

Celestia just stared at it in defiance as the darkness rushed forward for her, as it overcame her and she collapsed to the ground, she weakly grunted out "you'll…pay…"

Itachi knelt next to Twilight, making sure that the only thing that had happened was that they were asleep. He could feel the presence of the darkness attempting to influence him, but his chakra and experience with genjutsu burned it away. He walked calmly over to Luna, who continued to thrash about on the ground muttering, "No…no…no."

He knelt down next to her and cradled her head in his hands, "Luna, look at me." She didn't respond, he lowered his mouth to her ear and whispered, "Luna, please…. If you don't want to be its slave again you have to open your eyes and look at me, it's the only way I can help."

Itachi had finally gotten through to her as he watched the princess' eyes opened slightly, it wasn't much but it was enough as he delved into her mind.

* * *

><p>Itachi walked down a seemingly endless hallway. Everybody's mind was always the same on the inside, a network of hallways with innumerable rooms. The older and more experienced the person the more labyrinthine the hallways and the more numerous the rooms, as each room was a memory. Luna's was definitely the largest one he had ever seen, of course she was also the oldest person he had ever met. He wasn't worried about being lost as he could easily sense her presence ahead of him.<p>

He eventually arrived at her location, not surprisingly it was at the core of her mind, the annex of all the hallways. She lay on the ground, a dark humanoid figure stood over Luna, casting an aura on her. Luna shifted on the ground writhing in the hold of whatever nightmare had consumed her. The figure turned to look over at Itachi, it was composed entirely of darkness but its eyes burned through as two bright orbs.

"So you can even see me inside her, impressive. You're just full of endless surprises aren't you Itachi Uchiha?"

"If I were you, I would leave here now. I would recommend you find the darkest hole under the biggest rock you can find, and hide there so as to prolong your existence a few more seconds before I destroy you." Itachi spoke in an emotionless voice; cold rage had overridden any other feeling he might have had.

Nightmare laughed, "I think I'll pass on that offer actually. But now it's my turn to give you some advice, you should never have come here." It raised an arm towards him." By entering her mind, you have exposed your own!" Nightmare shouted as darkness shot into Itachi.

Itachi could feel Nightmare's presence in his mind; he could feel it whirling through all of his memories in an instant, assimilating his entire life. But then Itachi's instincts kicked in and his chakra flow became so intense that Nightmare's influence was hurled out of the ninja's mind.

Nightmare fell to one knee. It hadn't expected Itachi's response to be that powerful. Nevertheless despite its failure it smiled, what it had found there was just too perfect. It shifted the position of its hand over Luna, changing the dream that now raged through her mind, and therefore in the minds of all the other nearby ponies.

Luna's movements become more intense, as the new dream took hold, whatever it was its effect on her was so great she screamed.

* * *

><p>She stood on a street, one that looked oddly familiar, lined with buildings adorned with the same symbol she had seen on the walls in her previous dream. "No, please don't!" Shouted a voice before her, and she looked towards its source, a human was running down the street towards her. He hadn't made more than a few steps when his back arched and he collapsed face first into the street, a knife embedded in his back. As he collapsed the figure behind him who had thrown the blade became visible. Luna gasped in horror, but before she could do anything she looked around at the scene around her, bodies littered the street many had throwing weapons of some kind sticking out of them.<p>

"Take this you traitorous bastard!" a different voice yelled and she looked up just in time to watch as three more humans charge the mysterious figure. But before they could do anything the figure leapt into the air over them throwing out a cloud of shuriken, they all impacted. The figure landed before her with its back towards Luna and began to slowly turn around, she was breathing hard unable to move she was so terrified. Horror permeated her as she saw the face of the man who had just killed four men like wheat before a scythe, it was Itachi Uchiha.

The scene shifted to the room she hadn't been able to see before in her previous dream, Itachi was standing above the bodies of a man and a woman looking over them at a small boy, whose resemblance to Itachi was uncanny. "Why Big brother?" the boy choked out as tears ran down his face. "Why did you kill mother and father? WHY DID YOU KILL OUR WHOLE CLAN?"

Itachi slowly opened his eyes as he said one sentence. "To measure my abilities."

Luna couldn't help it she screamed, wanting the scenes that played before her to end.

* * *

><p>Itachi's face became etched with concern, "What did you do?" he demanded.<p>

Nightmare smirked, "Oh nothing, I'm just showing them a little tidbit from your past."

His eyes widened, _no….not that _"Which one?" he asked even though he already knew the answer, he just had to hear it for himself.

"The one that torments you with guilt every waking moment of your life."

Itachi shut his eyes, the rage building inside of him, "YOU FUCKING BASTARD!" He yelled as his eyes shot open, he would make this thing pay dearly for what it had done.

Nightmare's eyes widened as it felt something take hold, it watched as the scene around it blurred and shifted. The sky swirled until it was nothing but black clouds flying across a red sky, Nightmare was constrained to wooden cross of some type unable to move, everything here was a different shade of black or white. In front of him stood Itachi holding a sword, "I wonder how long you can resist…" he asked as he stabbed Nightmare in the stomach with his sword. Nightmare screamed as it felt something it had not felt in millennia, pain, a pain so intense and horrible it made Nightmare want the end to come.

…But it didn't, when it reopened its eyes the wound was gone, but the pain lingered and there were now two Itachis standing before it. "In the world of Tsukuyomi.." One said as he stabbed Nightmare,"… I control time."

"Even the mass of objects." The second added as he also stabbed it. "You will be stabbed with a sword for the next seventy-two hours; I wonder how long you can stand it?"

After what seemed like days and thousands upon thousands of stabs later. Itachi spoke once more, "The time remaining is seventy-one hours, fifty-nine minutes, and fifty nine seconds."

"THAT WHOLE THING WAS ONE SECOND?" Nightmare shrieked in terror as over a hundred Itachis approached.

Itachi was merciless, extending the genjutsu far beyond anything he had ever done before. Nightmare's mind was most certainly broken at around the eight month mark, but it hadn't done anything to deserve the mercy it begged for.

Itachi collapsed to one knee as he ended the genjutsu in Nightmare's shattered mind. He clutched his hand over his left eye as he watched the form of Nightmare in Luna's mind explode in a high pitched keening scream, quite terrifying, or it would have been if he hadn't been causing such a scream for the past year in Nightmare's mind.

* * *

><p>Itachi saw the bright white marble floor of Celestia's throne room beneath him once more as he pulled himself back to reality. He was on his knees, lacking the energy to stand. He had one hand clamped over his left eye and the other on the ground to support him as he panted heavily. He had pushed himself too far but he had accomplished his mission, Nightmare was gone, for now anyways. Itachi knew that a mind like Nightmare's couldn't be completely broken he'd given it one hell of a effort, but it would be back… eventually.<p>

In the meantime Itachi knew he had to get out of here, get away before the ponies around him awoke. Through sheer force of will he stood and started stumbling towards the balcony, there was the possibility Nightmare had been lying when it had told him it had shown them his massacre of the Uchiha clan. But Itachi had been lied to by experts, by those who made their lives on it and he didn't see a trace of dishonesty in Nightmare when it told him that.

He finally made it outside, shaking from exhaustion as he grabbed onto the railing using it to steady himself. He looked out over the edge gauging the distance, wondering if he could take a fall like this in his current state. He decided it didn't really matter as it was his only way out, as he leapt over the edge Itachi remembered the looks he had gotten from every ninja he had ever seen- fear, contempt, hatred, they were the only things he'd ever seen in the eyes of every shinobi since that fateful night. Then he had ended up here, where he might've finally been able to escape from the choice he had made all those years ago but no it had still managed to haunt him, even on another world.

_How could these ponies understand?_ He asked himself as he began to fall, _they don't know war, they don't know suffering, they've never had to make a choice like I did. _Itachi hoped he'd never have to explain it to them.

…However life is not always so simple, as Itachi began to fall he suddenly stopped. He noticed he was floating in midair and began to float back upwards. _Oh no…_ He hadn't been quick enough, as he floated up onto the balcony again he saw their faces of the six elements of harmony, every one wore an expression of terror at the sight of him. As he floated above their heads into the throne room, he looked over to the two royals, obviously shaken by their encounter with Nightmare and the events they had been forced to see, Celestia looked at Itachi with nothing but fury.

It was Luna's face however that drew all of his attention, there were tears flowing down as she looked at him, not in fear or hate or contempt, but sorrow. She whispered one word that drove right through to the center of Itachi's soul "…..why?"

**A/N: Phew ok first battle between Itachi and Nightmare is finished. This chapter was by far the easiest and most fun to write, as having a ninja like Itachi Uchiha go to town on someone is quite entertaining. Anyways, chapter 6 is next and Itachi will have some explaining to do...**  
><strong>As Always, any feedback is greatly appreciated!<strong>


	6. Chapter 6

Itachi was released from Luna's levitation spell and collapsed to the floor in an instant. Eventually, he managed to will his way into a standing position and faced the assembled ponies. Each and every one was looking at him with a mix of fear, confusion, and disgust, except for Luna who continued to look at Itachi with the deepest sorrow.

"What was that we saw?" She asked in a quiet voice.

Itachi paused for a long while, looking at the ground, trying to find the words to soften the impact of what he was about to say. Unfortunately there were none, "What you saw is the darkest night of my entire life, the massacre of the Uchiha clan."

"Did you really…?" Luna asked, her eyes begging him to say no.

He lowered his hand from his left eye and reopened it, "Yes I did. In one night I killed my entire clan down to my little brother."

"Why?" Twilight asked her own confusion and shock at what she had seen showed all over her face.

"…You wouldn't understand it, none of you can."

"And why are we so incapable of understanding your reason for cold blooded murder?" Celestia demanded, anger coloring her voice.

"Tell me Celestia, how many wars have you had in this world in all of your history? How many of your friends and family died before your eyes? How much have ANY of you suffered in your lives?" Itachi retorted, his own anger beginning to edge in.

"I've suffered Itachi, you know that. I'd lost every friend I ever had in this world until you came along." Luna said.

"What happened to you is completely different, it's not the same."

Itachi was ready for many things at this point, yelling, shouting, accusations of the worst kind, but being suddenly thrown across the room and pinned to a wall was not one of them. He smashed into the stone hard; dazed from the impact it took him a second to figure out just what the hell had happened. Luna stood across from him her eyes and horn glowing, the sorrow that had dominated her before was gone replaced instead with white hot anger.

"Not the same? NOT THE SAME? What happened to you is no different than what happened to me!" Luna shouted as she strode towards the pinned ninja refusing to let him out of her magical grasp. "Unless your entire personality has changed since coming here, you're just as kind as I am. I don't know what possessed you or influenced you to do what you did, but somepony like you does not just suddenly change into a cold blooded killer!"

Itachi just kept staring at her as she continued to walk forward, finally stopping 5 feet from where he was pinned. "And what if I did? What if my kindness was just a facade?"

"….Then you're no better than Nightmare."

Luna's words struck a chord deep within Itachi, suddenly all the emotions he had been suppressing for the last eight years surged to the front. His cool emotionless demeanor went right out the window. "Don't- EVER-compare-me–to-it!" He yelled, biting off each word.

While he was speaking a red glow of energy began to shoot around his body shattering Luna's magical hold on him. He then dropped to the ground his gaze boring into her as the energy flared around him, forming a partial skeleton around him. "I am NOTHING like Nightmare! There isn't a punishment possible for the things it's done…"

"And what about for the things you've done?"

Itachi continued to glare at her, "I live with my punishment every day of my life. There hasn't been a time when I haven't felt it eating at me. At least not until I-"suddenly Itachi started and stumbled backwards clutching his hand over his left eye, the backlash from the Tsukuyomi he had used earlier was more than any he had ever felt before. The backlash, combined with his low chakra reserves and near total exhaustion was too much. Itachi fell to one knee as the skeletal ribs of Susanoo disintegrated from around him.

Luna charged forward at the fallen ninja, she might never get a better chance to do what she planned. As she approached him, her sister saw what she was about to do and started to shout at her to stop, but it was to no avail. Itachi had both eyes closed and was too busy trying to deal with the pain of the backlash to notice her. She then touched her glowing horn to his forehead forming the strongest magical connection between the two that was physically possible. Itachi's own eyes started to glow as the magic entered his mind.

He could feel Luna's presence in his mind and he tried to force her out, but he was too weak after having dealt with Nightmare to throw her out through sheer force and her determination was too strong for him to offer any more than token resistance as she surged through his memories. He could only watch in his mind as she saw everything, his childhood with Sasuke, The impossible choice that had been forced upon him, the tears he shed as he fled the scene of the massacre, his decision to become a criminal to protect his brother and village, and last but not least his battles with his younger brother. The battles designed to make Sasuke stronger through his hatred of his older brother who truly cared for him more than anything in the world. Then finally she lingered on Itachi's final battle and last words to Sasuke before collapsing with the plan of dying then and there.

Eventually she pulled out of his mind letting him rise to consciousness again; Itachi opened his eyes once more to Celestia's throne room. He was surprised to find Luna embracing him in a hug, he could feel her tears running down onto his back as she whispered, "I-I'm so sorry, I had no idea…. you've suffered terribly, you've lost everything you ever cared for…"

Itachi put his arm around her returning the hug as whispered back, "Thank you….thank you so much." And with that his exhaustion got the better of him and he began pitch forward as he slipped into unconsciousness.

However Luna was there and caught him as he fell, she laid him gently on the ground as she turned to the two guards that had shown up when she had thrown Itachi across the room."Please take him up to my room and lay him on one of my couches, he needs rest badly."

Celestia looked at her sister dumbstruck," Luna, What are you doing?"

"He protected us from Nightmare; he's exhausted, the least we can do is let him rest."

"Yes, in the dungeon where he belongs! He's a cold blooded killer, and yet you're apologizing to him? Just what did he do to you?"

"Nothing sister, it's just that….he's suffered more than any of us can imagine. After what I've seen, I can see what he meant by saying we couldn't understand his decision."

"And just what is that supposed to mean?"

Luna paused, watching the guards carry Itachi away, "Tell me Celestia, if you had to choose between killing everyone in our family or Equestria being destroyed and thousands upon thousands of ponies dying, which would you choose?"

Celestia was taken aback by the question, "I-I don't know I don't think I could make a choice like that…"

"That's the exact choice Itachi had to make, he just had the strength to make it and live with the consequences. He's one of the kindest, most peaceful people I've ever seen and yet he's been forced to suffer greatly for the sake of the people he loved."

"He killed his entire clan Luna!"

"Only to prevent a war that would have consumed countless innocents and destroy the village he called home. He had an impossible choice to make sister, you have to understand that."

The two sisters paused for a while before Luna spoke again," He's a lot like you, you know… An older brother prepared to do anything for the sake of his younger sibling. Always there for him even if he hates him.."

"I don't know Luna, I'm not sure I can trust him anymore, not after what I've seen him do."

"If you won't trust him, trust me… please."

Celestia finally relented, "Very well, BUT tomorrow I expect an explanation from him for both me and the elements of harmony."

"Thank you sister.." Luna said as she hugged Celestia.

The two royals still had official business to attend to and the elements of harmony would need time to deal with what had happened today. Celestia turned to her student, "Twilight, I'm so sorry you and your friends had to go through any of this, are you sure you'll all be alright?"

Twilight nodded, still a little numb from what had transpired in front of her and her friends. "I think we can make it until tomorrow. Unfortunately I think we might need to drag Fluttershy out of here." She looked over to the yellow Pegasus who continued to hide in the corner after everything that had happened. It took the combined efforts of Rainbow Dash and Applejack, but they finally got her out of the throne room.

* * *

><p>A few hours later night was beginning to fall and Luna, having finished whatever royal duties had required her attention, decided to go check on Itachi before raising the moon. As she walked into her room she noticed he wasn't on her couch but his coat was. She began to panic a little until she noticed him standing out on the balcony of her room tossing a knife thing into the air over and over again, obviously lost in thought.<p>

She walked out next to him, "So what did you tell them?" he asked turning to look at her as she stepped out.

"Just enough to keep my sister from throwing you into the dungeon. I figured you'd want to tell them yourself, after all it is your life you're going to have to explain."

"Thanks." He said finally catching the kunai and putting it away in the pouch he had strapped to his right leg.

"…I'm sorry about what I did earlier. I don't know what came over me."

"It's quite alright Luna. Actually, I'm quite thankful that you did what you did."

"R-Really?"

Itachi sighed watching the setting sun as he spoke "No one's ever known the truth about what happened that night, or the truth about who I really am. Certainly no one's ever apologized for what happened to me, I truly do appreciate what you've done for me today."

"You're welcome. But…. how were you able to live with yourself after that night?" Luna's hooves shot up to her mouth, she hadn't meant to say it so plainly.

"Remember what I said about my life being about playing the cards I've been dealt? I lived my entire life trying to make up for what I did, for what I forced upon my brother. I did everything I could to make him strong enough to kill me, so that he could return to Konoha a hero and rebuild the clan. In the end though, I failed Sasuke, thanks to my 'death' he's now more vulnerable to manipulation than ever. I've been dominated by guilt most of my life but.." He turned to look at her smiling "since coming here I've been content for the first time in many years."

Luna looked at Itachi with an odd expression on her face. She had no idea that her world had had such an effect on him. She looked out at the sky and noticed the sun was almost completely gone from the horizon and that her moon must soon take its place. "Sorry Itachi if you'll excuse me for a few seconds, I have to raise the moon to bring in the night."

She then began to concentrate reaching out to the celestial object she had been imprisoned on for so many years. Her power began to surge around her, and then with the strength of her magic raised her moon into its position in the sky.

Itachi laughed when she had finished her task.

"What?" She asked.

"Nothing, you just remind me of the Rikudō Sennin, raising the moon into the sky like that."

"The Riku- what now?"

"The Rikudō Sennin, the sage of the six paths, he is the founder of the ninja world, my ancestor, and the most powerful shinobi to ever live. It is said he created the moon from the earth and placed in the sky, on his deathbed no less."

Luna was surprised at hearing him compare her to his ancestor. But she was nonetheless pleased by his compliment to her.

Both just stood watching the night until Luna finally broke the silence. "Hey Itachi?"

"Yeah?"

"Just how did you beat Nightmare?"

"Sorry, can't tell you. Some things are just better left unsaid, though I will tell you it certainly did a number on me."

"Awww come on!"

Itachi tapped her lightly on the forehead with two of his fingers smiling as he said, "Sorry Luna, maybe next time."

And with that he walked back inside, leaving Luna standing alone on her balcony. She then spent the next few minutes looking over her beautiful night, not even noticing she had been smiling the whole time. She then followed Itachi's example and headed in, leaving the moon to watch over Equestria while she slept. Itachi was already passed out on the couch, he wasn't kidding when he said the battle had done a number on him. As she settled down in her bed to sleep, the moon outside had never been brighter.

* * *

><p>The next day Itachi was led by Luna to a room containing both Celestia and the elements of harmony. Everypony there was avoiding his gaze; Fluttershy couldn't even be seen she was hiding behind the others so thoroughly. Luna walked over and took her place, standing at her sister's side.<p>

Celestia finally looked the ninja standing before them, "Itachi, I don't know exactly what my sister saw when she looked into your mind. But whatever it was it convinced her that you were not as you appeared to be in those visions Nightmare forced us to see. While Luna has attempted to speak in your stead I feel as if it would be to greater effect if you were the one to explain it to us all."

Itachi proceeded to do just that, explaining everything to the best of his ability. He outlined the bloody history of the Senju and the Uchiha, the events that led up to the founding of Konoha and resentment it caused among his clansmen. He finally came to the coup his clan planned against the Senju dominated Konoha. "Should a clan as powerful as the Uchiha rise up in an open full on revolt, it would have destabilized everything and thrown the village and the country of fire into chaos. Undoubtedly should that happen the other nations wouldn't hesitate to attack with Konoha in such a state. It would mean the beginning of the Fourth Great Shinobi war, and the destruction of my home."

He paused for the first time in many minutes. He finally began speaking again in a much quieter voice, "Could you weigh your family and friends against the home you love and the lives of innocents on a set of scales? Because that's EXACTLY what I had to do. Would any of you have acted differently in my position?"

He let the rhetorical question hang in the air for a bit. "I didn't do it out of hatred or for my own gain. I did it because I had no other choice." As he spoke the last sentence tears began to well up in his eyes, the tears he hadn't shed for eight years. Finished, Itachi turned to leave. He knew it would take them time to digest what he had just told them.

Just as he was about to leave he was stopped by a question, "Why did you leave your brother?" Celestia asked her expression somber.

Itachi stopped at the entrance, turning just enough to make eye contact with her. "Because he meant more to me than anything else in this world and I was willing to sacrifice anything for him, including myself." And with that he left, leaving the ponies to comprehend what he had just told them.

"I-I don't understand it…" Pinkie stammered out, her mind reeling from the stories and descriptions she had just heard. Her mane was fully deflated and the sadness that had fallen over her seemed to be spreading. "How can fate be so cruel to somepony?"

Nopony had an answer for her until Luna spoke, "His world is drastically different from ours. Not everypony there is as kind as we are, or he is for that matter. Sometimes bad things happen to good people, all they can do is have the determination to live with it." seeing that what both he and herself had said wasn't having too much of an effect she made a decision, hoping Itachi wouldn't be too angry at her for doing this. Words were fine and all, but seeing was believing as her horn began to glow with energy. She would show them what she had seen, and make them understand the darkness that Itachi carried with him.

* * *

><p>It was raining in Canterlot, not that it never happened but with magic usually controlling the weather it was a rare occurrence. Even rarer was the weather forming of its own accord, as Itachi had been telling his story to the ponies storm clouds had formed above the glistening city. He now stood out in the middle of the royal gardens looking up into the rain that fell upon him, smiling sadly. He turned to face a noise he had heard behind him and found six ponies slowly making their way to him in the rain. Twilight was the first to speak. "Itachi… we just wanted to say thank you for saving us from Nightmare. And also I'd like to say I'm sorry for what happened to you. What you went through was…was just…"<p>

"Horrible." Rainbow Dash finished for her.

"Thank you I appreciate it, I really do."

"So what do you plan to do with yourself now sugarcube?" Applejack inquired.

"I don't know probably what I've always done, live my life the best I can. I was actually planning on returning to Ponyville after this, if you guys will have me that is."

"Of course we will silly!" Pinkie pie piped up, her mane finally starting get some of its former bounce back.

"Yes what Pinkie said, now can we PLEASE continue this indoors? My beautiful mane is getting ruined out here!" Rarity yelped looking distressed. Applejack and Rainbow Dash both looked at her with the same of expression of disbelief at her ability to care about her looks even in this situation.

"It's alright you two." Itachi said to Dash and Applejack. "It is quite cold out here, lets head in before someone catches something."

As they all headed in the sky continued to weep. The world of Equestria was crying not only for the suffering its newest arrival had endured in the past, but for what was to come...

**A/N: Jesus was this chapter hard to write! :/ I went through three different iterations of this chapter before I finally settled on this one lol. as for why I chose to have Itachi explain himself, I feel like having Itachi be the silent, hated guardian is a version of Itachi has been done to death. I would rather explore the other side of Itachi, the kind yet powerful side that we only got to see flashes of, and how the ponies interact with him after seeing what he's been through.**

**Now some of you may have noticed/heard this was posted to Equestria Daily briefly a couple days ago and when I say briefly, I mean about one hour. Seth unfortunately was forced to take it down because of all the hate mail and flaming he was receiving over it :( however, I am planning on continuing the story to its conclusion despite this setback. (Yes I am still rather miffed at it being taken down in essence for just being about Naruto)**

**As always any feedback is appreciated!  
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	7. Chapter 7

Over the next two weeks Itachi became a normal part of life in Ponyville he was one of the many faces ponies began to associate with their normal routines. He spent his days usually helping somepony with a task they just couldn't do on their own, but sometimes he would disappear for while out to the lake in the middle of the Everfree forest to train. His nights were usually spent with Luna, helping her with the political problems that cropped up, or just simply being there for her. Occasionally he would spend his night helping Twilight with her studies, surprisingly he could translate old Equestrian with his Sharingan.

* * *

><p>Itachi awoke one morning a lot later than he usually did, he had been up particularly late helping Luna with a problem with some council or something like that, didn't matter who they were politicians were all the same and just as easy to figure out. As he rose from his bed he noticed something was missing, his headband. Surely he put it on the table like he always did? A quick inspection of the room revealed it was nowhere to be found. He then stepped out from his room, leaving his coat behind as it was supposed to be quite hot today.<p>

"Hey Twi, you have any idea where my headband is? I would've sworn I left it on my table last night but it's not there now for some reason."

"I have no idea. I've been gone all morning trying to help get ready for the gala. Why were you out so late?"

"I was busy helping Luna with her speech to the Manehatten city council. So no one's been here except me and Spike?"

"Not unless Spike let somepony in."

Itachi's expression immediately changed to one of extreme annoyance. He now knew exactly what had happened.

"Uh oh, you're not gonna do anything too permanent to him are you?" Twilight asked concerned seeing the look on Itachi's face.

"Nope, just gonna scare the scales off of him. Excuse me I'll be right back." He said forming a single hand seal and vanishing in a plume of smoke.

Spike was currently trying to get out the back door with his bowl of gems as quietly as possible. He had heard Itachi wake up and he didn't want to be around when the ninja figured out what he had done. The dragon slowly shut the door and turned around to head off to Rarity's with his bowl of delicious gems. Upon seeing Itachi standing behind him Spike nearly jumped out of his skin.

"I-Itachi! What are you doing out here?" Spike said in a strained voice, feeling as the blood drained from his face. Itachi looked as angry as he had ever seen him, and his Sharingan wasn't helping.

"Oh nothing much, just wanted to say good morning. Say that seems like quite the bowl of gems you have there, where'd you get them from?" His glare seemed to penetrate through Spike. The dragon noted Itachi could be quite intimidating when he wanted to be.

"Oh these? Well they were just lying around the library and so I decided to grab them as a snack!" Spike was sweating bullets; it was a horrible excuse. Both knew there was no way Spike would leave ANY amount of gems just laying around.

Itachi just continued to look at him until Spike cracked. "OKAY OKAY! Applebloom and the others came over this morning and said if I let them into the library for five minutes they'd give me all these gems. I had no idea they were going to take your headband!"

"Uh huh, sure." Itachi's gaze didn't really change, showing just how much he believed him.

"Honest! I didn't notice they had taken it until they were running out!"

Itachi continued to glare at him for a few more seconds before his expression finally softened."Ok fine, I believe you. Did they say anything about what they planned on doing with it?"

"Yeah I think they said something about needing it for show and tell."

"Thanks. Keep the gems and tell Rarity hi for me."

"H-how'd you know I was going to Rarity's?" Spike asked in disbelief.

"Oh please Spike, where ELSE have you ever gone in your spare time?" Itachi said smiling as he walked off towards the school.

Within three days of Itachi's return he had encountered the group known as the Cutie Mark Crusaders, who seemed to be on the warpath to talk to him about what his cutie mark was. Upon discovering that humans simply don't have any, they then showered him with questions. Foremost they had wanted him to show them his 'magic' as they called it. After telling them it wasn't magic it was ninjutsu, he had produced a shadow clone. Of course after that they then wanted him to teach them how to perform the jutsu. Knowing it was impossible to teach them but not wanting to ruin their hopes, he told them that only someone who wore his headband could perform the technique. When asked to let one of them wear it, he apologized, saying that one had to earn the right to wear a headband like his and that the only way to earn it was to take it from him. Immediately after saying that he used the replacement technique, leaving behind a note saying "Sorry, maybe next time." This then began a competition of sorts as every day afterwards they would try to take his headband from him and every time he would vanish leaving behind a note saying the same thing.

Or, at least that was how it had worked up until today. Honestly there wasn't anyone to get annoyed with except himself. They were just kids, what could he expect? As he approached the schoolhouse he could hear voices within, the door was wide open to help deal with the heat and Itachi simply entered and stood against the back wall, watching the fillies show off what they had brought in. Eventually the Cutie mark Crusaders went up as a group, Applebloom was wearing Itachi's headband.

"Fillies and gentle colts! We bring you the most spectacular show and tell item you're gonna see today!" Scootaloo said dramatically indicating Itachi's headband. "This headband belongs to Ponyville's newest arrival, whom I'm sure you've all heard of! With his headband we're gonna show you all one of his 'ninjutsu' thingies!"

The class cheered after Scootaloo had said all this and intently looked at Applebloom to perform for them. Applebloom was as nervous as she'd ever been; it had been the general consensus between the other two that because she was the only one to ever see Itachi in action she should be the one to use it. She looked around the room nervously and that was when she noticed Itachi standing at the back of the room watching her. Applebloom saw as he smiled and nodded for her to go ahead. Still feeling like she was going to fail she went ahead with it anyways slamming her front hooves together and furrowing her brow in concentration.

There was a poof of smoke next to her and to everypony's surprise there was a second Applebloom standing there. Applebloom looked at her double in shock for a few seconds before looking back to Itachi who was lowering his hands from forming a hand seal. He looked at her and winked, still smiling. Instantly everypony was up at the front of the room poking the second Applebloom asking if she was real, which of course she responded, "Of course ah' am!" It was at this point Cheerilee decided it was time for recess, ordering the fillies out the side door to go play, or in today's case, surround the Cutie Mark Crusaders plus shadow clone and pelt them with questions.

Cheerilee turned to Itachi as he walked up to the front of the classroom. "They can't actually do that right?"

He laughed "Oh no of course not, kinda need these to form hand seals." He held up his hands and wiggled his fingers. "That's just one of my clones transformed to look like Applebloom."

She let out a sigh of relief "Good those three are enough of a hooffull without there being two of each. So you came all the way here just to do that for them?"

"Well, seeing as if they went through so much effort to get it I figured it'd be nice to let them be the center of attention for a while." He looked out at the playground, watching them for a bit. "Well I think it's time I got what I came here for. Have a nice day Cheerilee." He said as he waved goodbye and headed out onto the playground.

Applebloom, Scootaloo, and Sweetie Belle were busy basking in the attention from their success when suddenly the clone of Applebloom disappeared in a plume of smoke. "Well, well, well seems like I finally found you three." Said the owner of the headband they had taken earlier. Everypony turned to look at the shinobi that had just entered into their presence.

"Oh! Hey there Itachi!" Scootaloo said looking surprised at his sudden appearance. "You'll never guess what happened. Applebloom here used your headband and was able to do that technique you showed us!"

"Is that so?" He said looking over at Applebloom who was sheepish as ever. "She must be special, not everyone can use that technique."

"R-really?" Applebloom stammered out, completely confused.

"Of course, you think just anybody can use it?" He asked smiling. "Unfortunately as much as I'm sure you guys would love to run around with it. I'm going to have to ask for my headband back, it is quite important to me."

"Well alright then." Applebloom relented, trotting over to him while she untied the headband from around her forehead. As she was handing it over to Itachi she said a voice so quiet only the two of them could hear. "Thank you, ya know… for doing that technique for me."

"You're welcome." He responded in an equally quiet voice. Itachi then put on his headband and looked around at the assembled ponies. He decided he'd give them a bit of a show as he left and formed a ram hand seal and with a flurry of leaves vanished.

"Whoa." Scootaloo said, "Now THAT was cool."

* * *

><p>Itachi appeared in the middle of Ponyville in the same fashion he had left the school. The first thing he noticed was that every pony around him was bowing in his general direction<em>. What the? The only reason they would be bowing is….<em>He spun around to find Celestia looking at him with great amusement. "Hello Itachi, I was just looking for you."

The two then entered somepony's house after Celestia had 'requested' they use it for a private meeting. Not that it was really a request if a powerful sun controlling god-princess asked you if she could use your house.

"So why are you all the way out here in Ponyville Celestia? If you wanted to talk to me you just could've just sent a summons."

"Well I didn't want to disrupt any plans you might have had for today."

Itachi just looked at her. he knew that wasn't the real reason. "You know if you wanted to talk to me without Luna being around you could've just ASKED, rather than orchestrating this entire thing."

"Am I really that transparent?" She chuckled.

"No, I did have the advantage of Luna telling me you gave her that assignment to talk to the Manehatten council." He said as he leaned up against a wall crossing his arms. "So what is it you wanted to talk about?"

"Well it's about Nightmare, is it truly gone?"

Itachi looked out the window, trying to decide whether or not to tell her the truth."No its not. All I did was defeat it temporarily it'll be back, when I cannot say."

"So all you did was buy us some time."

"Well when you put it that way you make it sound like I didn't really do all that much." Itachi smiled. "But yes in essence that's all that came out of that encounter."

"Then I'll have to increase the guards that watch over Luna and-"

"Don't bother."Itachi interrupted "Nightmare won't be going after her anymore. It's got a slightly more important target now."

"What do you mean?"

"You didn't really think it was just going after Luna again that time did you? No, it had a different target in mind. As Nightmare put it 'Someone who's potential for destruction is far greater than any other being to ever walk this world'. I was the true objective of that whole thing."

"You were its true target?" Celestia shouted in disbelief

"Well, I still am. But for a different reason this time and for an entirely different purpose. Last time it wanted to possess me like it did with Luna, but now it probably just wants to kill me."

"You don't seem all that concerned by it."

Itachi shrugged "When you face death often enough the prospect of it stops fazing you as much as it normally would."

"Then I'll have to have some guards assigned to you."

"No." He said flatly. Celestia was about to start arguing again when he cut her off "I don't want anyone else getting hurt on my account. Also it's easier to fight when I don't have to worry about others around me becoming possessed or something like that."

"Then what am I supposed to do Itachi? You're a friend of many ponies here including myself and none of us would want to see something happen to you." It was the first time Itachi had ever seen the princess with concern on her face. "…..You know she thinks the world of you, if anything were to happen….. I don't think Luna could take it."

"I know.." He said the weight of that knowledge rested heavily upon him. "I have no intention of dying, and I would NEVER want to hurt Luna in any way but if my life is the price required to protect you all I'll gladly pay it."

"…Why? Why are you willing to go so far for us?"

Itachi laughed "You should understand my nature by now. In life there are two kinds of warriors, those who use their power to take and control, and the kind who stand against them and the darkness they bring. Everyone fights for a reason, and in the two weeks I've spent here I've discovered that this world is my reason for standing against the shadow."

Celestia was speechless, to see this human who had only arrived here dying two weeks ago speak plainly about his willingness to sacrifice his life for them shook her to her very soul. Luna had been right when she had said they were very similar, the sacrifices she had seen him make for the sake of his little brother made her angry at herself for ever thinking ill of him.

"Itachi I've never seen Luna care for anyone like I've seen her with you, even before that whole incident with the moon she was quiet, soft spoken, and generally shy. Yet, somehow you get through to her in a way nopony else has ever been able to, even myself. Please…. Take care of her, if there was ever anyone that'd I be willing to entrust my sister's well-being to it'd be you. My courage failed Luna all those years ago, I couldn't bring myself to face the problem head on and in doing so condemned my beloved sister to a millennium of torment." She looked directly at him now. "You're the bravest person I've ever met Itachi Uchiha, I know your courage will not fail."

"T-Thank you Princess, I know how much she means to you."Itachi truly was taken aback by her words. Luna meant everything to the princess of the sun and he was surprised Celestia was putting such trust in him.

There was then a flash of magic outside the house and a couple of seconds later Luna entered the building accompanied by a gruff looking guardpony. "Here you are sister, what're you doing out here in Ponyville?"

"I had some business to attend to with our friend Itachi. How was the council?"

"Not too bad. Itachi's advice, as always, was invaluable." She looked over to the ninja who was examining a small sculpture that was on a shelf. "So what exactly were you two talking about?"

"The future." Celestia said simply. The princess then looked over to the guardpony that had entered along with her sister. "Captain, I can see you have something to say."

"Forgive my intrusion princess, but there is a matter of great importance that you must know of." She nodded for him to continue. "I've just received some disturbing reports from outside Flillydelphia, apparently there's some kind of intruder in our lands."

"What?" Luna asked in shock. "An intruder?"

"Yes, milady. Apparently it was wandering the countryside around Fillydelphia when my men found it. They tried to apprehend it but the intruder proved elusive." The captain looked over at Itachi with apprehension for a split second before continuing. "Unfortunately my men didn't get a good look at the intruder when they encountered it. However, they were asked to deliver a message to an 'Itachi Uchiha'."

Itachi slowly turned to face him, his eyes already red because of his Sharingan, now they seemed to be glowing slightly increasing the intensity of his glare. "And what was that message?"

"That the legacy of the Mangekyō Sharingan has come to take its revenge."

**A/N: So here's chapter 7! Hope you guys don't mind a little bit of filler before i jump into the NEXT fight in this story. I'm not sure why but it seems like writing these chapters keeps getting harder and harder :/ but...anyways chapter 8 awaits! Any feedback is , as always, appreciated!  
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	8. Chapter 8

The door to the house where the princesses and Itachi were talking was thrown open as the ninja stormed out, his mind focused on the message the captain of the guard had spoken.

"Itachi!" Luna yelled out as she ran after him. "What's wrong with you? All the captain did was say one line and you get all worked up."

Itachi never ceased his stride as he headed back to Twilight's library. "The Mangekyō Sharingan is the most powerful level of the Sharingan only attained by four shinobi in the entirety of history, myself, my brother, Madara Uchiha and his brother have been the only four to ever possess it."

"Well that's certainly interesting but you didn't answer my question." Luna was _very_ worried, she had seen that same look in his eyes when Nightmare had first appeared. This was the side of Itachi that scared her, not because of fear for herself, but because he only acted this way when there was a threat to face.

"Tell me, can you guess what is required to awaken the Mangekyō Sharingan?" He asked as they approached the library.

"…..I have no idea."

He stopped at the door and spoke in a quiet voice "In order to possess the power of the Mangekyō, one must kill the person closest to them." He turned to look at her his eyes shifting to the patterns of the Mangekyō "THAT is the legacy of these eyes."

Luna just stood there in shock at what he had just said as Itachi headed inside. By the time she finally snapped herself out of it and followed him in he had already grabbed his coat and left out the window.

Unfortunately for Itachi he still hadn't learned to duplicate his presence so it was a simple matter for Luna to locate and teleport him back to the library where she, her sister, and the elements were all waiting for him. Of course the instant he had appeared there he had started to form a ram hand seal when Luna cut him off "Go ahead do it, I'll just keep bringing you back here."

Itachi sighed as he lowered his hands in defeat. "So what is it you all want? None of this involves you. He's here for me and me alone."

"We just want to know just what the hay is going on." Dash said "And what do you mean it doesn't involve us? You're a friend, anything that could hurt you involves us!" the rest of the ponies in the room nodded in agreement.

"So what have you told them so far Luna?" he asked as he walked over to the window, looking outside for any sign of intrusion into the perimeter of the town.

"Everything you told me."

"Good then I can skip right to the heart of the matter. I'm sure you're all familiar with my Sharingan, but this…" He turned to face them as his eyes shifted to the windmill pattern. "is the Mangekyō Sharingan. It is the most powerful version of it and gives the user three incredibly powerful abilities, one of which you've already observed. However extensive use permanently degrades the user's sight to the point of blindness."

That little fact elicited a gasp from the assembled ponies. "How bad is it?" Fluttershy asked concern written all over her face.

Itachi chuckled darkly "Prior to coming here? I could barely see my own hand in front of my face. However, somehow I've now acquired an eternal Mangekyō, which has restored my sight. But I digress, as I said before to Luna the legacy of the Mangekyō is the price required to awaken it. In order to awaken my own I killed my best friend with my own hands…Shisui Uchiha. Apparently he's returned somehow to fight me to the death once more."

"But wait, how in the wide world of Equestria could he be here?" Twilight asked

"I don't know and that's what worries me."

Everyone fell silent in the room at that, the ponies kept exchanging glances while Itachi continued watching the outside. Finally Applejack broke the silence. "So what's the plan ya got Itachi?"

"Well it's pretty simple, you all stay here and I'll go face him ALONE." The emphasis on the last word wasn't lost on anypony.

"Why are you so fixated on facing him by yourself!" Luna practically shouted at him.

"It's my fight!" He shouted back.

"That's no reason why we can't help!"

"Yes it is! None of you have ever fought a shinobi before! This isn't some dumb beast that came wandering out of the Everfree forest!"

This shouting match went on for several minutes everypony else in the room just stayed quiet watching the two go at it, neither one was willing to give any ground. Eventually Itachi just turned around as Luna continued to go on about how the rest of them should help. Itachi considered himself to be very good at containing his emotions but when Luna asked for what seemed the hundredth time why he wanted to fight alone he finally cracked. "BECAUSE I COULDN'T STAND TO SEE ANY OF YOU GET HURT BECAUSE OF ME!" He screamed at her, he stood there catching his breath while Luna had stopped in midword. He continued in a much quieter voice his eyes never leaving the ground. "I couldn't protect my clan, my village or even my brother. I'm not about to let more people I care about get hurt because of my actions. So please….. stay away… for me.." the last words came out as a plea.

Everyone just stood there shocked at Itachi's outburst. Celestia was the first to recover. "Itachi, are you sure you want to do this alone?" he nodded and a look of understanding passed between them. "Very well I shall make sure no one interferes."

"Tia, you can't be serious!" Luna looked at her sister desperately, finding no support in her she looked around at the elements of harmony appealing to them with her eyes. But there wasn't a single one who seemed willing to break Celestia's decision. She turned back to Itachi ready to declare her determination that she would help him no matter what. However those sentiments died a quick death when she turned to find Itachi standing less than a foot away looking directly at her concern written all over his face. She stood there staring for a few seconds unable to speak then finally threw her hooves around him in a hug which he returned.

"Luna I deeply appreciate your willingness to help me with this, but please stay here. If anything were to happen to you I'd never forgive myself." He whispered in her ear "I'll be fine, and after I'm done with this we'll go stargazing tonight."

She released him from her hug and looked up into his eyes, her own were beginning to fill with tears. "Promise?"

He smiled at her "I Promise." And with that he turned and walked out.

Celestia walked up next to her sister as she watched Itachi leave "So, you have feelings for him?"

"W-what? NO! Whatever would give you that idea?" said a flustered Luna in the least convincing way possible.

Her sister smiled "Well if you say so." She turned to the elements. "Excuse me girls I have to leave for a bit while I help the captain set up a perimeter around Ponyville."

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><p>Itachi stopped in the middle of the large field outside of Ponyville, he could feel Shisui's presence getting closer the entire time and he knew this was probably the most ideal place he could get. He watched as there was a flurry of leaves ahead of him, and from the depths of their twisting a humanoid figure appeared wearing a large cloak that covered his face in darkness. "Itachi Uchiha." The figure spoke as it undid the cloak and threw it to the side revealing the ninja beneath. "It's been far too long."<p>

The man standing in front of him was most certainly Shisui, same Konoha military police uniform and katana but something was… off, he seemed darker and his chakra flow was definitely different from what Itachi remembered. "That it has Shisui, why are you here?"

"Certainly those horse things gave you my message?" He took Itachi's silence as a yes "Then I fail to see what that question has to do with anything, unless you'd rather have me say plainly that I'm here to kill you."

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><p>"Hey you guys I think I can see Itachi from here!" Pinkie Pie yelled from the balcony of Twilight's library. Almost instantly Luna was up there closely followed by everypony else.<p>

"That's definitely Itachi down there, but I have no idea who that other human is." Twilight said

Luna watched the two figures down in the field with great worry, every fiber of her being screamed to go help Itachi but she had said she wouldn't interfere, at least she could watch him. Her concentration on the two shinobi below however was interrupted by a tap on the shoulder.

Pinkie held up a bag to her. "Popcorn?"

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><p>Itachi knew that there was no point to talking with him anymore and so reached for his genjutsu to get this over with. However, something was definitely wrong, his genjutsu wasn't taking effect.<p>

"Having a bit of a problem casting an illusion over me old friend?" Shisui laughed "You'll find no genjutsu will have any effect on me. The power that brought me here shields my mind from any influence." He reached up and drew his sword from the scabbard on his back. "But enough talk, let's get this started." And with that he charged forward.

Itachi stood his ground his hands blurring as he weaved signs _Katon, Hōsenka no Jutsu! _He fired several fireballs at great speed, their trajectories random and shifting. Shisui dodged then skillfully and then halfway through the barrage flickered out of existence. Itachi barely had any time to react as Shisui appeared once more behind him swinging for him with his sword; he drew a kunai and managed to block the swing just in time. _Shit, this is going to be difficult without genjutsu! _He thought to himself as Shisui broke the contact between their blades and then came charging in again.

The two exchanged blows and parries neither one able to overcome the other. They moved about in what appeared to an outside observer a sort of elegant dance of death. They dodged, blocked, parried, and attacked with an inhuman amount of precision and speed, both Itachi and Shisui were skilled taijutsu users to begin with but add in the power of the Sharingan and a skilled shinobi becomes something else entirely. Eventually Itachi managed to feint Shisui into over extending himself just enough for Itachi to dart inside his guard, he brought his kunai up attempting to eviscerate his opponent. Shisui however, had anticipated this and slammed his sword into the ground using it as an anchor to lift himself into the air moving just out of the way of the kunai headed for his flesh. As he rose he brought his right leg around on a trajectory for Itachi's head, Itachi was able to block some of the attack with his left hand but was still sent flying by the strength behind the kick.

Itachi managed to land on his feet sliding to a stop. He spat out a globule of blood and glared across the grass to Shisui. "Where did you get this 'power' of yours?"

Shisui grinned manically "Wouldn't you like to know."

The two just continued to stare at each other for several seconds then suddenly Shisui began to weave his own hand seals _Katon, Gōkakyū! _He fired a humongous fireball at Itachi mixing in his wind natured chakra in order to increase the power of his fire release technique.

Itachi just closed his right eye as the flames grew closer, finally his right eye shot open. _Amaterasu!_

Black flames consumed the orange of the fireball feeding upon them and growing larger, it then advanced towards the source. Shisui's eyes widened in shock, he had never seen such a powerful ninjutsu technique, let alone a fire release powerful enough to consume the grand fireball. He flickered out of the way of the advancing flames just in time, but his reprieve was short lived as the flames seemed to have come after him. He continued to avoid the flames which followed him no matter where he went. He finally had the sense to look over at Itachi whose right eye seemed to be weeping blood as he glared at him. _So this is the power of the Mangekyō…_ He thought to himself as he charged his opponent once more, as he closed the distance Shisui noticed the patterns on Itachi's eyes had indeed shifted. When he was less than two feet from Itachi more black flames materialized in front of him and despite his best efforts he couldn't get out of the way completely in time. He flickered back into existence his right sleeve ablaze, before Itachi could expand the flames Shisui sliced the fabric off letting it fall to the ground, his arm however did sport some burns from the contact.

_As I suspected he's too fast for Amaterasu to keep up_ Itachi thought to himself as he deactivated the ninjutsu, extinguishing the flames.

"That Mangekyō is powerful Itachi, but-"He flickered behind the ninja stabbing him through the back with his sword."It seems I'm just too fast for you." Itachi just seemed to crack a tiny smile, _SHIT! kage bushin?_Was as far as that train of thought got in Shisui's head before the clone of Itachi exploded point blank sending him flying. By the time he had picked himself up from the ground Itachi was standing once more before him his emotionless eyes boring into him.

"Well Itachi, you've certainly grown since we last did battle. Even with this new power I've been given here you're still able to push me to my limit." Shisui sighed raising his blade once more." But it's time to end this; I will cut you down with the very technique you helped me to perfect."

As he spoke the ground beneath him began to crack as he released a large amount of chakra. Itachi started, settling into a defensive posture, _This isn't good._ He thought to himself as he began to form Susanoo.

However, he wasn't quite quick enough as before the skeleton could take full shape Shisui looked up at him and spoke five words. "_Ninpou, Sen ha no mai" (Ninja Art, Dance of a Thousand Blades)_ He then flickered out of existence once more, moving at speeds unthinkable even to a shinobi.

The dance of a thousand blades, Shisui's trump card that Itachi had helped him develop; it was the pinnacle of mastery of the body flicker technique. So named because the user moved so fast he was able to strike the target a thousand times in the space of half a second from every direction imaginable. No other ninja could even think to use it, for the precision required for it to work could only be gained through the Sharingan and no one else had ever come close to achieving Shisui's speed. It was a totally unavoidable technique, for the target had no time to react. Everything to Itachi seemed frozen in time for an instant…. Then the ground around him exploded and a shower of blood shot into the air.

As the dust cleared the two figures were still standing, Itachi within the skeletal confines of susanoo, Shisui standing just outside of it his sword sticking through the only gap in the defenses of Susanoo and into Itachi's shoulder. "Impressive." He said as he twisted the blade and withdrew it from Itachi's flesh. Itachi grunted in agony as the blade was withdrawn and fell to his knees. "A thousand strikes and yet all I can manage is a single stab. That's one hell of a defense, however you'll find that all I need is to land one attack with my sword and it's over." Shisui said as he raised the blade which seemed to dripping a purple liquid in addition to Itachi's blood.

_Poison? _Itachi could already feel his reflexes beginning to slow. It was starting to effect his concentration and he lost control of Susanoo, it vanished in flurry of chakra.

* * *

><p>"What happened?" Luna shouted as she watched the explosion of dust from where the two were fighting.<p>

"I don't know Luna." Celestia said quietly looking at her sister with concern. Luna seemed ready to bolt, and it was her job to keep her younger sister from doing anything too rash.

"Hey! I can see them!" Rainbow Dash shouted from her position above the group. Her expression turned from one of excitement to horror as she saw what was there.

There was a collective gasp from everypony as the dust cleared enough for them to see Itachi with the sword in his shoulder. When he fell to his knees after Shisui withdrew his weapon Luna almost stopped breathing. She watched as he began to raise his sword over his head, as he began to bring it down it became apparent that Itachi was in no shape to move out the way, and she acted without thinking, summoning up her magic.

* * *

><p>Itachi could only watch as Shisui brought the sword down for the final blow, the poison was preventing him from moving fast enough and his chakra control was thrown to hell. <em>Sorry Luna<em> he thought to himself as the blade drew closer _guess I'm gonna have to break that promise._

Suddenly there was huge explosion of magical energy in front of him, Shisui was thrown back at least thirty feet by the force of the blast yet somehow Itachi was unaffected. His expression turned to one of shock at what he saw, standing in front of him with her wings raised and her horn crackling with energy was Luna.

"I thought I told you to stay out of this." He grunted as he raised himself into a standing position once more.

"Sorry I'm not about to lose another friend, especially not right in front of me." Luna's voice was laced with power. She looked back at him with her glowing eyes and saw him clutching his wounded shoulder panting as he attempted to cope with the pain and poison flowing through him.

Before Itachi could retort Shisui fired another wind charged fireball at the pair, Luna blasted it aside with a bolt of magic. However, before she could do anything else Shisui was right in front of her about to plunge his poisoned sword into her neck but suddenly a large ethereal skeletal hand slammed down in-between them. Itachi strode in front of her clutching a bloody kunai in his right hand.

"Thanks for the help Luna, but I can handle it from here."

"But-"

"Please, get back to the library I don't want you to get caught in this." The air around him had shifted; he was as serious as she had ever seen him. "I'll end this in one stroke."

When she just remained silent he turned to her, determination gleaming in his eyes. "Luna you've risked you life for me just now because of my stupidity, I won't let that happen again."

"Fine, but this is that last time you're fighting on your own, no matter what I will stand by you from now on. You said you fight to protect what you care about, well that's what I want to do too." She said as her horn glowed once more and she teleported away.

"Thank you." He whispered to the air.

The two clanmates stared at each other Sharingan boring into Sharingan both knew that they were too low on chakra to continue fighting much longer and that in all likelihood the next attack would be their last. Itachi raised his right arm above him activating his Mangekyō once more but rather than the flames of Amaterasu shooting out to his target they began to flow together above his right hand coalescing and concentrating into a rotating sphere of pure black flame. Shisui started for the first time realizing the power he was up against, the concentration of chakra in that was incredible. The heat from it alone was enough to scorch the ground beneath the sphere, and the air it superheated gushed outwards creating a miniature windstorm around Itachi. Itachi lowered his arm to his side, his right eye bloodshot and weeping. "_Enton, Kami no honoo kattā." (Blaze release, Divine Blaze Cutter)_ "This is your end Shisui."

Shisui scowled raising his sword and pouring all the chakra he could into it. "I will not fall to you again so easily Itachi! Come, let us end this!" He yelled as the two began to charge at each other for the last time.

As they approached within mere feet of each other time seemed to slow to a standstill, as Itachi's Amaterasu began to come into contact with Shisui's chakra infused sword he would've sworn he saw a smile on his old friend's lips. Then time sped up once more as the techniques collided, releasing a massive explosion of black flame and chakra, the two ground against one other each trying to overcome the power of the opposing technique, until finally Itachi's jutsu overcame Shisui's and an even larger explosion of pure dark flame shot out from the two.

Itachi stood for moment his right arm still outstretched from his attack before collapsing to one knee while he closed his eyes _It's over_. He then felt a tap on the shoulder and he turned to see an unscathed Shisui smiling down at him, offering him a hand.

"H-how are you…" Itachi stammered out

"Relax Itachi, you've won. I just want to talk and I don't have much time." He proffered his hand once more and this time Itachi took it letting Shisui help him into a standing position.

"Why are you helping me?" he asked genuinely confused.

Shisui cocked an eyebrow "You didn't think I came here of my own volition did you? No I was brought here by something, as to what I'm not entirely sure. It forced me to come after you with a single minded vengeance."

"You didn't interact with it all?" Itachi asked as he clutched at the wound on his left shoulder.

"I certainly tried, but all I got from it was emotions. Hatred and the like, but throughout all of its emotions I could feel a strong chord of guilt leading back to you. Like a sort of tether that kept me bound to this world."

"Is that so?" Itachi asked looking away

Shisui just kept looking at Itachi expectantly until finally, "Shisui that night all those years ago… I…I…" His voice just petered off, how the hell did you apologize to someone for _killing_ them?

Shisui sighed; he had been expecting a reaction similar to this one. "Itachi, what you did was the right thing. I was fool, we all were fools too caught up in our own agenda to realize what we were doing and what the consequences would be. Being dead does give one perspective and I can say with total certainty I hold nothing against you for what you did. We were selfish and shortsighted." He paused for bit. "I think I see now what made you and the Senju so different than us. We never stopped thinking of ourselves as Uchiha and only Uchiha, you and the others thought of yourselves as Konoha shinobi. You were the best of us Itachi, and I'm proud to carry the same name as you." He reached out and they grasped each other in the handshake they had used so many times in the past. "There'll be more hardships on the road ahead old friend. I pray that you have the strength to see yourself and your friends through them. …..I guess this is goodbye Itachi, maybe I'll see you on the other side…."

Itachi finally looked around noticing that the area the two had been standing in was an immaculate white. "Wait was this conversation all happening inside my mind?"

"Of course it was, but that doesn't make it any less real does it?" With his final words spoken, Shisui Uchiha began to drift away, his soul being laid to rest once more. "Oh and Itachi?"

"Yeah?"

"Take care of her." He said grinning like an idiot.

And with that the area around Itachi faded completely _Thank you Shisui…._

Itachi's eyes opened once more to see a pair of aqua blue eyes mere inches from his own.

"Itachi are you ok?" Luna asked

"Yeah…. Yeah I'm fine." He said standing up and looking at the scene around him. There were eight ponies surrounding him in the crater he had created with his technique.

"If you're fine then why are ya crying?" Applejack piped up from his right.

_I'm crying? _He thought as he reached up to his face with his right hand and it came away damp. "I'm…not sure." He said as he continued to stare at his hand then suddenly he was grabbed in a crushing hug by Luna. The two stood there in the embrace for a good two minutes while everypony else watched. Eventually Celestia let out a little cough and Luna seemed to finally notice the others and she released him from her grasp with a bit of an embarrassed look.

She then noticed the red substance that had gotten on her "Oh my, I completely forgot about your shoulder!"

Itachi winced as she exposed the wound with her magic, "It's not as bad as it looks." everypony looked at him with a 'yeah right' kind of look "Ok, so it is as bad as it looks."

* * *

><p>Six hours later Itachi lay on a hill outside of Canterlot, his left shoulder swathed in bandages. It never ceased to amaze him just how quickly this pony magic worked, particularly when it came to medicinal applications. Luna had practically dragged him to the royal physician despite his protests that any old doctor would do. He looked up at the stars above him recalling just how close to death he had come today. He felt the pony laying next to him shift around and lay her head on his uninjured shoulder. "So what do you think of my night?'<p>

"It's beautiful as always."

Luna smiled "Shouldn't you be resting?"Itachi had sneaked out from the royal infirmary to make it out to here.

"That was my plan except I promised a certain someone that I would go stargazing with her tonight," he turned to her "and I never break a promise."

She nuzzled his neck and drew back, her aqua eyes looking into his black ones. Something was different, when she had first met him his eyes had been filled with sadness, guilt, and anger. But now all that was gone leaving behind the kindness that had always existed underneath it all this time. She put her forelegs around him, and he put his one good arm around her. Itachi had spent his entire life fighting on his own, bearing the burden alone because he was the only one who could, but as he began to fall asleep in Luna's embrace he knew deep within him, he would never be alone anymore.

_Like a shooting star, I will go the distance_  
><em>I will search the world, I will face its harms<em>  
><em>I don't care how far, I can go the distance<em>  
><em>Till I find my hero's welcome<em>  
><em>Waiting in your arms...<em>

**A/N:Phew, this chapter took a while to write. easily the longest one I've ever written for a fanfic. Bet you didn't see Shisui Uchiha coming though now did ya? If you don't know who he is go look him up on Narutopedia. I put a lot of thought into this fight trying to keep it A) interesting and B) somewhat original I hope I managed to do both. now I picked Shisui over the more prominent Madara or Sasuke for a couple of reasons first of which was practicality, Shisui's supposed to be strong but not Madara Uchiha strong which is borderline Kratos/Jesus level. Nor do I feel like Sasuke would be a good fight... mostly because he wouldn't have any reason to fight Itachi and vice versa. second reason was for creativity's sake, a Sasuke/Itachi fight has already been done and Madara's just one move and it's over. But Shisui gave me a lot of potential for my own ideas because while he's introduced as a character that's supposed to be at Itachi's level almost nothing is known about him besides his mastery of the Sharingan and the body-flicker technique. lastly I wanted this fight to be more about Itachi finally confronting his guilt and anguish over the Uchiha clan massacre and Shisui filled that role perfectly.**

**Anyways I hope you enjoyed this chapter and the two original techniques I came up with. Also I'm considering re-submitting this fic to EqD so let me know if you guys think that's good idea.**

**Oh, and I threw the lyrics from "Go The Distance " in at the end because as i was writing the end of the chapter that was the song I was listening to and the lyrics fit just too well to resist. as always, any feedback is appreciated!**_  
><em>


	9. Chapter 9

Itachi awoke the next morning exactly where he had fallen asleep in Luna's arms the night before. He noticed there was something incredibly soft and velvety on his chest and looked down to see that Luna had draped a wing over him to keep him warm during the night. He lay there just enjoying the warmth of the sun and the presence of the alicorn next to him; he had never felt quite so happy with his situation in life. He then looked up and saw the white ruler of the sun making her way over to the two.

He shook Luna gently to wake her, the younger princess' head rose lazily from its position on his shoulder. "Good morning." He said smiling as she groggily blinked her way back to consciousness.

"Good morning to you too." She responded as she nuzzled him again. She then noticed her sister standing not ten feet away watching them with a look of great amusement dominating her face. "C-Celestia! What are you doing here!" She shouted in a panic standing up quickly as she ever had. "It's not- We were just- I-I mean…" Luna stammered out, incredibly flustered by this whole thing.

Celestia just kept smiling as she walked over to her sibling and nuzzled her affectionately. "I don't see why you're getting so worked up Luna, if anything I'm happy for you. You've finally found somepony whom you truly and deeply care about, it's nothing to be ashamed of." She then put one hoof on her shoulder as she looked directly into her eyes. "I can tell he cares for you just as much Luna, what you two share is a special connection there's no reason to hide it."

"…Thank you Tia." Luna said quietly as a smile appeared on her face to match her sister's.

The two ponies then looked over to Itachi who had been observing them with a grin the whole time. "Well, it doesn't seem like there's all that much for me to add. But I am kind of curious, just how did you find us? I thought I made sure to hide my presence this time."

The elder sister just kept smiling "I know all the best places to go stargazing around Canterlot, I've been here a little longer than you have." She turned back to her sister, "Luna, I'm terribly sorry, but unfortunately I need you to help me get the final preparations for the Gala finished. Our absence yesterday seems to have caused quite a bit of chaos and we both know you're the best organizer in all of Equestria."

"What? But I was going to…" Luna's voice trailed off as she frowned; admittedly she had completely forgotten about the Gala up until that moment.

"It's ok Luna." Itachi said as he pulled on his coat. "I have my own duties to take care of. You're a princess after all, I can't keep you to myself and you have your obligations"

Luna still looked slightly crestfallen, she had been expecting to spend the day with him. Not helping set up a party she didn't even want to go to. "Well ok then…" she said biting her lower lip nervously "Will I get to see you tonight?"

Itachi smiled as he walked up to her and gave her a hug, "Of course you will, I wouldn't miss spending a night with you for the world."

Upon hearing this Luna hugged Itachi even tighter. She didn't want the embrace to end but she knew it had to. She then released him and turned to her sister flaring her wings for flight. "Let's get going Celestia, I want to get this finished quickly." With that the princess of the night took off for the castle, her elder sibling close behind.

Itachi watched the two alicorns fly until he could see them no more. There was an inherent elegance in every movement they made that kept him from tearing his eyes away. He kept staring off towards the castle lost in thought until he remembered he had a job to do. _Now where the hell did I put that scroll?_ He thought to himself as he began to check his pockets.

* * *

><p>Luna approached the lone occupied table in the royal library several hours later. According to the guards Itachi had been in here all day by himself. As she approached him she noticed that he had moved two tables together and spread over their surface was an incredibly long scroll. As she walked up behind the shinobi she glimpsed the intricate designs and runes drawn onto the surface. Itachi's eyes continued to move over the writing, checking the complex formulae he had scrawled upon it, his brow furrowed in concentration.<p>

"So, what's this?" Luna finally asked after standing behind him for about twenty seconds.

Itachi was startled; he hadn't even noticed her until she had spoken. He should have sensed her coming long before she had gotten close to him. Actually, now that he wasn't concentrating so much on the task in front of him he noticed her chakra easily. Itachi then smiled inwardly as he realized what he had done, of course he had sensed her but he was so used to her presence he hadn't even bothered with a second thought. "Oh, this? This is a jutsu formula, a framework for complex techniques. This is easily the hardest one I've ever constructed; unfortunately there are still quite a few kinks I need to work out."

Luna just looked over the scroll with an expression of awe, the level of detail Itachi could achieve never ceased to amaze her. "Wow… so what's it for?"

"It's an advanced sensory technique that should allow us to determine when Nightmare will return. But," He said rolling up the scroll and turning around to look at her." Like I said it's not quite ready yet. So how was organizing preparations for the gala?"

Luna sat down next to the shinobi and leaned up against him. "Ugh, it was horrible, we leave for one day and everything falls apart. It doesn't help that the gala's in a week. I don't know why I helped to get it ready, I hate going to them. Even before the whole Nightmare Moon thing everypony always regarded me as a kind of outcast, I didn't even go to the one last year because I was so afraid of what the ponies would think." As she spoke she lowered her head as if trying to hide from the world. Itachi put his arm around her and hugged her tightly, reminding Luna that she wasn't alone. After a while Luna spoke up again. "Hey, Itachi?"

"Yeah?"

Her voice practically shook with nervousness "I know this is last minute and all but…. Would you come with me to the gala?" As she said the last few words she looked up at him hopefully.

"Of course." He responded smiling as her face practically lit up. "Though I heard the guest list has been booked solid for months, I'm not sure if I'll be able to get a ticket..."

"Well good thing I have some pull with the royal family." Luna smirked.

"Indeed." He laughed. "So you're done with your royal duties for now?"

Luna nodded "Actually, I'm finished for the next two days, a favor from Celly for helping get everything done so quickly." She then grabbed Itachi by the shoulder and pulled him away to the exit. "We've got the whole night to ourselves so let's get going!"

* * *

><p>Luna raised the moon into the sky once more, feeling the magic flow through her. She couldn't say why but these last few weeks raising the moon and bringing in the night was easier than ever. As she landed next to Itachi she noticed he was looking at her with a great compassion, "You know… I don't think I'll ever get tired of watching that. It's always an amazing sight."<p>

"Thanks." Luna said sheepishly, she wasn't used to such praise. Her sister was much better suited to that.

"So what is this place?" Itachi asked as he looked around the area Luna had brought him to. It was a serene lake surrounded by a forest bordered by mountains. He had never seen a place like this in the world.

Luna looked out over the water. "This is one of my favorite places in all of Equestria. I used to spend a lot of time here, back before the whole Nightmare Moon incident. I've never shown this to anyone before, not even Celestia. Of course I didn't really have anypony to show it to back then. But," She said looking at the ninja."Now I have you to share it with. So, what do you think?"

"I think it's beautiful. But why didn't you have anyone to share it with? A pony like you must've had someone."

Luna looked away from Itachi; she didn't want to talk about how she had felt back then. Even a thousand years later the shame of her actions still hung over her. "Surely somepony's told you about what happened all those years ago."

Itachi walked over and sat down next to her,"I've found that hearing the story from others is never as good as hearing it firsthand." He indicated that he wanted her to sit next to him on the cool grass. When she hesitated he smiled up at her. "Luna there is NOTHING you could've done that would ever make me care for you any less. You were the first person to ever forgive me for my actions in the past. I owe you so much, the least I can do is help you deal with your past, and it's obvious that it's been eating at you but you never let anyone else in. I was the same way before I came here, until you entered my mind and forgave me. So please, talk to me, you mean too much to me for me to just sit here and watch you suffer like this."

After a few more seconds Luna finally sat down next to him, still avoiding his eyes, and began speaking in a quiet voice. She talked for what seemed forever, she spoke of her night how she had put so much effort into creating it and the pride she held for her creation. She talked of the jealousy and hurt she had felt when the ponies shunned her work for her sister's day. How nopony would be friends with her because they were always sleeping. The longer she talked the greater the volume of her voice became until she finally had the confidence to look at Itachi. His eyes were filled with nothing but kindness and sympathy for her. It was at this exact moment that Luna then threw her forehooves around Itachi, holding him so tightly as though should she let up on her effort he would slip away.

Itachi just held her for a good long while, knowing she needed the release as tears began to pour down her face. One thousand years of regret, sorrow, and shame were finally being let out from the container she had locked them away in. Deep within him he could feel his fury at Nightmare build to a fever pitch for what it had done to her. However, Itachi knew better than to let it color his demeanor now, he would save it for when the time was right, and god help Nightmare when that time came.

As he sat there comforting the princess of the night he heard something slightly louder than a whisper from the pony whose face was buried in his chest. "Please…. Don't ever leave me…"

He lowered his head as he whispered back "I'll never leave you Luna, I promise."

She looked up at him, her eyes still filled with tears, but these were no longer tears of shame and regret they were tears of joy. Luna didn't know what had dictated fate to bring Itachi to her world, all she knew was that from the bottom of her soul she was eternally grateful for him being here. Before any rational thought could enter her mind she acted completely without thinking and gave him a quick peck on the cheek.

Itachi's expression changed to one of surprise and Luna was pretty sure her own face wore one of total shock at what she had just done. She feared the worst and was about to start apologizing when Itachi's expression shifted once again to a warm smile. She smiled back, burying her face once more in his shoulder.

It was here on the shore of the lake where she had spent so much time doubting herself that Luna, Equestrian Princess of the night, finally found solace for her past in a soul whose scars ran just as deep.

* * *

><p>The next day Itachi stood in Celestia's throne room once again, trying to pass the time while he waited for Luna to arrive with the elements of harmony. He turned as he heard voices coming up the hallway towards the room and in walked the eight ponies he had requested meet him here.<p>

"Hey there Itachi!" Pinkie Pie practically shouted as she bounced right up to him "We haven't seen you in forever, where have you been this whole time?"

"I was busy working on something."

"On what?" Dash asked, her eyebrow cocked.

"On this." Itachi said as he pulled out the scroll he had been working on nearly non-stop for the last couple of days. He had been burning the candle at both ends and the middle trying to get this finished, the encounter with Shisui had given him a new incentive to get this done. He didn't want to ever be caught off guard like that again. "You guys might want to sit down for this."

The two alicorn sisters took their places on the throne while the six elements arranged themselves in a semi circle around the ninja.

"So you've been working for two days on a scroll?" Dash asked with a sarcasm that could only be detected if one knew her well enough.

Twilight gave her a look and then turned back to Itachi. "So what's so important about this scroll of yours?"

"You'll see." Itachi smiled as he threw the scroll up into the air as he released the seal upon it. Upon the release of the seal the scroll unraveled to its full length of thirty feet, every inch of the parchment that composed it was covered in crimson symbols. It floated slowly to the ground where an air of mystique hung over it. "What you see before you is a jutsu formula, a blueprint if you will. Its purpose is to shape techniques that are too complex or time consuming to form simply through hand seals." Everypony in the room with the exception of Luna who had seen it already was staring curiously at the scroll. "This formula is for a combination of space-time and sensory ninjutsu, incorporating the equivalent of over eight hundred and fifty seals."

"And we're supposed to understand any of that?" Applejack asked incredulously.

"No, not really I just wanted you to know how difficult it was. It'll pick up any significant amount of chakra easily."

"And we're here because…?" Dash asked her annoyance rising.

"You'll see in a moment." Itachi knelt down in front of the center of the scroll. "Now let's get this started."

Itachi closed his eyes and concentrated; channeling his chakra he formed a single seal with his right hand and then slammed it onto the center of the scroll. The blue glow of chakra suffused his hand and then spread through the rest of the formula shaping and channeling itself as the writing of blood dictated. Itachi could sense the chakra of every single individual within two hundred miles of his position with such clarity it was as if he was standing next to them. However, he knew this wasn't enough and began to pour more chakra into the technique increasing the range and perception of the jutsu. He felt as it expanded into the void between worlds, and it was here that he began to sense a chaotic, powerful force the same one he had sensed when fighting Shisui. Itachi began to delve into it trying to make sense of just what it was when he felt another presence. In his mind's eye he could see a demonic, insane visage form before him, the purest hate that composed its eyes boring into Itachi's soul. A thousand claws of darkness reached for him threatening to tear him apart with the sheer malice that composed them. Itachi struggled to escape from their grip just barely managing to break away, as he did so the visage opened its mouth letting a scream of pure rage come forth. With that Itachi was hurled from the void, his consciousness returning to his body once more.

Itachi's vision returned, as he stared at the blank scroll before him, his eyes wide and bloodshot. His heart hammered against his chest and he felt as if he had just climbed eight mountains without rest. Luna was already at his side supporting him as his body continued to shake. Every pony in the room was around him looking at Itachi with great concern etched upon their faces. He heard Luna's voice calling to him as if from a great distance, "Itachi! ITACHI!"

He blinked as he struggled to bring his body back under control. Finally managing to curb his rapidly beating heart and re asserting control over his shaking limbs he finally spoke. "I-I'm ok Luna."

He stood, letting her help him to his feet as she asked, "Just what happened? You were fine for about ten seconds and then all of a sudden your eyes shot open and you started shaking uncontrollably."

"I encountered Nightmare, or at least its fragments." Itachi was mentally berating himself for being so stupid; he had allowed the technique to interact with his chakra too closely. As a result it had allowed Nightmare to nearly rip his consciousness from his body.

"And?"

"Let's just say it wasn't too thrilled to see me." He said as he finally managed to regain his composure. He didn't want Luna to know just how close of a call it had been as she'd just worry about him even more than she already did and he didn't want to put her under any more stress than she already had.

Celestia strode forward her demeanor serious. "Did you discover what you intended to find?

He looked directly at Celestia, "It will return soon, I give it three days, maybe four before it's recomposed fully enough to re-enter this world."

"That soon…"

The elements just looked confused. "Princess Celestia, just what is going on?" Twilight asked.

The princess of the sun sighed. "I'll explain it to you in just a second." She turned to Itachi. "However you obviously need to recover from whatever happened. We will begin our preparations for its return tomorrow, in the meantime…. Luna?"

"Yes?"

"Could you take care of him for us?"

Luna smiled, "Of course sister."

* * *

><p>Itachi allowed Luna to practically carry him down to the kitchen where she then ordered the royal cooks to prepare him some food. He wasn't really paying attention to what was going on as the reality of the situation had just hit him like wrecking ball. The same thought just kept repeating throughout his mind, <em>would it be enough<em>? He kept asking himself that question, unable to find an answer until he looked up at Luna once more. In her eyes he saw a determination that he was innately familiar with, the determination to protect that which one held dear. He knew then that together their resolve would give them the strength to stand against the coming darkness and to protect this land from the Nightmare that had come to consume it.

**A/N: So here's chapter nine! sorry it took so much longer than the others, I got hit by a 5 day long power outage followed by writer's block :/ But anyways, Chapter ten and the final battle with Nightmare are next!**


	10. Chapter 10

Three days later the skies above Equestria began to experience something quite unlike anything that had been observed in recorded history. The sky itself seemed to begin to writhe and twist as black energies that had appeared from seemingly nowhere began to throb and pulse throughout it. The weather Pegasai had never seen anything quite like it and when they had sent a report detailing what they had seen all they got in reply was to evacuate immediately to ground based shelter on the orders of Princess Celestia.

* * *

><p>Itachi watched as the sky continued to writhe with a mixture of apprehension and anticipation. He prayed to whatever deities were listening that it wasn't Nightmare that was causing this, but he suspected otherwise.<p>

"Um, Itachi? Do you have any idea what's going on?" A familiar voice asked from his side snapping him out of his reverie.

"No I don't Twilight, I've got a suspicion, but that's about it." He answered turning to the purple unicorn that stood next to him who was also looking up at the sky.

"Nightmare?" she asked as she lowered her gaze to match his own.

He nodded. "Yeah, but there's no way to know for sure, I can't sense anything through this stuff. For all we know this just might be some freak occurrence."

Twilight could hear in his voice that he believed it was Nightmare. "So you don't trust yourself?"

"It's not that, it's just when you've seen the line between illusion and reality blurred as much as I have you learn to never take assumptions as truth. I hope with my entire being that I'm wrong Twilight, that this is nothing more than a random event. But in any case, we should prepare as if we knew Nightmare was coming for certain." As he spoke he looked over to where the rest of the Elements of Harmony sat together speaking to each other in nervous tones as they looked up at the unnatural sky.

Ever since he had ascertained the timeframe of Nightmare's return Itachi had been training the others almost nonstop, trying to prepare them for the coming trial. While he couldn't exactly help Luna and Celestia become any more proficient at controlling their powers, he found that with the proper guidance his experience with chakra control could help the Elements increase their mastery over their respective powers.

The pair continued to look over in the direction of the elements until they noticed the princesses entering the courtyard where Itachi usually trained. Knowing that the princesses wouldn't have shown up if the situation wasn't serious, Itachi and the others headed over to them.

"So what's going on?" Twilight asked as soon as she had approached them, hoping they had a better idea than Itachi did.

"Unfortunately we don't know any more about this than you do my student. There's never been an event like this." Celestia said, frowning.

"And?" Itachi asked sensing there was more to that statement.

"The pegasus weather teams have given us a most disturbing report. There is apparently some sort of focal point for this occurrence. And the magic that has been concentrated there is on a scale neither of us have ever felt."

Itachi's expression hardened at this information, it was practically a confirmation of his worst fears. "So… the time has finally come…." He turned to the Elements of Harmony. "Twilight, Rarity, Applejack, Pinkie Pie, Fluttershy and Rainbow Dash, I have spent the last four days training you all for this moment. The improvements I have seen you make have made me proud to have helped shape the power that you now all wield. Before we face this threat to us all there is something I feel you all must know. The fate of Equestria has been entrusted to you in the past, but this time there is more at stake than just eternal night. I know you're scared and I know you're all nervous but I have faith in your abilities and more importantly I have faith in you, I know you all can do it. We're all counting on you." Itachi watched as his words took effect, the fear and nervousness that had been present in the six ponies started to disappear and began to be replaced with determination and courage. The knowledge that others believed in you and that friends were relying on you gave people strength they never knew they had. He turned to the princesses. "In the meantime Celestia, we should get going. We've given Nightmare too much time as it is."

The princess of the sun nodded in agreement as her horn began to glow and with a flash of light they all disappeared from the courtyard.

* * *

><p>The eight ponies and human re-appeared in a large clearing just south of where Cloudsdale was located. In the skies above a vortex of sorts had formed, similar to the clouds that foretold the coming of tornados. However it was painfully obvious to any observer that this was no ordinary formation of clouds, as dark arcs of lighting continued to crisscross its form. This close to the epicenter Itachi could now sense the malicious presence that was warping this world, there was no doubt now, it would be here that Nightmare would once more enter Equestria.<p>

"This is completely different from how Nightmare was before..." Luna said as she stared enraptured at the maelstrom. "I don't remember its power ever being anything like this."

"That's because before it came here to try to rule not destroy." Itachi said as he also watched the swirling clouds with apprehension.

Suddenly as if sensing the ninja's presence the vortex began to swell with energy moving faster and faster until finally with an explosion of darkness a lone bolt shout out of it impacting into ground in a similar explosion leaving crater of significant size behind. From within the dust and flares of energy two bright burning orbs stared out at the assembled group, Nightmare had returned.

"ITACHI UCHIHA! I have come to rend your flesh and soul, to force upon you torment the likes of which no being has ever experienced before! I have spent these last few weeks biding my power in preparation for this moment and once I've slain you I will burn this world until its surface is but glass and the blood of its inhabitants its polish!" Nightmare's voice screamed as the dust finally settled and the creature of darkness was finally revealed to them. Its form seemed to devour light itself like a sort of black hole, what could be gleaned from its form was that it was some kind of four legged creature with multiple appendages writhing through the air over it. "And what do you know; you have the courtesy to save me the trouble of looking for you!" It grinned insanely at the ninja and the ponies that accompanied him.

Twilight and the other elements were shaken by the appearance of Nightmare and its voice sent shivers down their spines. However, when she looked over at Itachi, the true target of all this she saw no fear, no worry, only determination and a cold hatred directed at the being in front of them. Itachi never broke eye contact with the demonic apparition before them as he spoke, "Girls your time is now, once you've cast your spell the princesses and I will handle this."

Twilight and the rest nodded as they began to channel their respective elemental powers together, forming a spell designed for once simple purpose, to bind Nightmare to this world.

The innate problem that had faced Itachi when he pondered how to defeat Nightmare was how to inflict damage to it. As a being that existed on multiple planes it could simply shrug off any physical or magical attack that was directed at it. And genjutsu was completely out of the question, as Itachi didn't even want to think about what would happen to him should he try to interact with Nightmare's chakra directly. The solution was discovered by Luna, who when told of this glaring issue by Itachi remembered a basic binding spell that the elements of harmony could use on spirits or other such ethereals. When used on a being such as Nightmare it should bind it to its physical plane of existence making it vulnerable to their attacks once more.

The elements had been training for this moment for the last four days, knowing that their world's future depended on their actions gave them the ability to channel more energy from the gems around their necks than ever before. As they floated into the air the rainbow colored arc of energy that was the elements power shot out and split into its six constituent parts each one shooting for Nightmare.

Nightmare in question felt as if it had nothing to fear from the elements of harmony as its power had grown beyond anything those outdated artifacts of a bygone era could seal away. As the power came into contact with the demonic being it felt not the pull of sealing as it had before but rather a grounding sort of interaction. Despite its immense power Nightmare could feel the spell performing its unknown task successfully. Finally in another explosion of light the spell completed and the elements fell to the ground, exhausted. Celestia rushed over to the six ponies in concern, stopping in shock at what she beheld. The elemental gems of harmony were shattered, even more so that they were when Nightmare Moon had destroyed them, this time the damage was irreparable.

Thinking it had failed she turned to tell her sister and Itachi that all hope was lost when his voice rang out. "It worked Celestia, I am sure of it." He stepped forward towards the beast that was just now starting to get its bearings on just what had happened to it. "Now get them out of here, this battle isn't meant for spectators." As he spoke Itachi began to release his chakra to its fullest extent, cracking the ground beneath him with its weight. From within the depths of his right sleeve a kunai emerged. Itachi started to pour his fire natured chakra into the blade wreathing it in superheated flames that would burn through anything they came into contact with. She nodded in response and began to concentrate on sending the elements to the underground shelter at Canterlot.

Nightmare thrashed about trying to determine just what those damn elements had done to it. It had no idea what they had intended but whatever it was it had worked. It saw Itachi approaching it slowly blade in hand and decided it didn't matter just what they had done it would figure that out later, right now there was a human to kill.

Itachi walked slowly up to about fifty feet away from Nightmare, finally stopping before it. The hate between the two beings was almost palpable it was so intense. Mangekyō Sharingan bored into the soulless light of Nightmare's eyes, neither one even blinking. Itachi began to concentrate feeling the flow of chakra within and focusing it into his limbs. With that he suddenly surged forward significantly faster than he was before, his form practically a blur as he swung for Nightmare's body with his kunai. Nightmare didn't bother to really put much effort into dodging the ninja's feeble attempt at an attack, instead focusing on its counterattack. Its surprise and pain when Itachi's blade made contact and actually sliced through one of its appendages ruined its chances at gutting the shinobi. It leapt away from him, opening the distance between them as it realized what those elements had done; somehow that spell of theirs had locked its ability to shift between planes. However, it smiled as it regrew the amputated tentacle of darkness in seconds, it didn't matter whether or not they had bound it to the physical plane, Nightmare's power would consume them all.

Luna watched Itachi battle Nightmare before her, a maelstrom of emotions whirling through her mind. She turned to see her sister just finishing her teleportation of the elements away from this place. Luna had spent her entire life letting others fight her battles for her, Celestia, The elements, and now Itachi. No longer would she cower while others shouldered her burden, now she would stand alongside them. She turned to her older sister, "Let's go Celestia, we're needed." And with that the two alicorn sisters headed off to battle for the first time in over a millennia.

Itachi and Nightmare continued to exchange blows and parries, Itachi's speed allowing him to match Nightmare's multi pronged attacks from its numerous appendages. However, he knew he couldn't keep this speed up for very long, as he cut through yet another tentacle of darkness attempting to strike the actual body of Nightmare it came at him with more strength than ever before. Itachi managed to block the blow just in time, but despite his chakra infusing it, the blade could take no more. The kunai snapped in half and Itachi was knocked back a good thirty feet, sprawled on the ground by the force of the blow. Before Nightmare could press its advantage over the ninja however, it was blasted by a bolt of magic. Angered beyond all belief by this interference Nightmare finally decided that it was finished toying with this whelp, it released its full power, swelling to a size much larger than its original form.

Itachi rose to his feet once more, the two princesses standing on either side of him. He looked down at the broken weapon in his hand, "Well I suppose it's time we finally got serious." He said as he discarded the now useless kunai and with that the true battle began.

Itachi struck first, releasing Amaterasu to a level never before seen. The superhot black flames whirled around Nightmare in a gigantic firestorm scorching everything around it. While this was happening Celestia and Luna combined their power into a massive blast of energy that on its own was of sufficient power to obliterate an entire mountain. Nightmare just released an insane laugh as it shrugged off these attacks, it was able to negate Amaterasu completely by shedding its outer layer of matter much in the way a snake sheds its skin. The two sisters just stared, shocked that their attacks had had such little effect. Itachi just glared all the harder, he would NOT fail here.

Itachi began to walk forward again,"Luna, Celestia, keep it distracted for me." And with that he shot forward once more. The alicorns took off into the air their horns glowing as they prepared to fire more magic at the gigantic dark beast.

Itachi continued to close the distance between him and Nightmare, reaching into the pouch located on the small of his back he retrieved the twenty or so explosive tags he had created prior to this battle. He leapt upon Nightmare, barely managing to lay a single tag upon it as claws sprouted from its surface reaching for the ninja. Itachi dodged expertly around Nightmare, continuing to lay the tags as often as he could. Despite its best efforts Nightmare couldn't touch the ninja continuing to dart all over its form.

Luna and Celestia all the while continued to pelt Nightmare with bolts of magic, as useless as the attacks were, they served their purpose of diverting a portion of Nightmare's concentration to swatting them out of the sky. Despite herself Luna couldn't help but watch Itachi move about in a graceful dance of dodging and acrobatics as he continued to foil Nightmare's every attempt to kill him.

Finally Itachi laid the last of his tags and decided to get the hell out of there before he pushed his luck too far. He leapt into the air weaving four hand seals as he did so and drew his head back, _Katon, Kasumi Enbu no Jutsu! (Fire Release, Mist Blaze Dance Technique)_ as he exhaled a large cloud of what to the unaware was simply a cloud of grayish mist, but in actuality was a highly flammable gas. He landed on his feet and braced himself for what was to come, before Nightmare could react or even think about what Itachi had done he formed a single ram hand seal igniting the tags simultaneously.

What happened next could only be described as an explosion on par with a meteorite impact, the explosive power of the tags was multiplied exponentially by the gas. And the overpressure wave alone was enough to knock Itachi flat and send the two sisters sprawling through the sky. As the dust began to settle and Itachi raised himself to a standing position once more, he saw that Nightmare appeared worse for the wear. Large portions of what had composed its body had been blown apart and what wasn't destroyed by the explosion was burning fiercely. However despite these injuries Nightmare was already starting to regenerate. _…So it's gonna be like that, huh?_ Itachi thought to himself as he raised his hands once more, he needed to buy himself a little more time while he thought over what was probably the most important decision of his life. He formed two quick seals _Doton, Yomi Numa! (Earth Release, Swamp of the Underworld)_ the ground beneath Nightmare's body turned to a lake of incredibly thick mud and began to swallow it up as it thrashed about, trying to free itself. Itachi lowered his hands, the technique wouldn't hold Nightmare long but hopefully it would buy him the time that he needed.

Luna and her sister landed next to Itachi, both panting from exhaustion. They had tried everything, struggled with all their power against this evil but nothing had worked, Nightmare still stood and their attacks seemed not to have fazed it a bit. Itachi was just as tired and exhausted as they were, yet he gave very little indication of it. The two sisters looked to Itachi, hoping that he still had some plan that could save their world. The ninja continued to stare at the struggling beast before them as it tried to escape from its prison of earth, it would not hold for much longer. Itachi finally came to a decision and turned to Luna smiling sadly, and much to her surprise wrapped his arms around her in a hug which she returned.

"Luna….I care for you more than anyone else, I've never wanted to see you suffer but…. I'm sorry." He whispered into her ear as tears began to stream down his face.

_What is he talking about…._was as far as Luna's train of thought got before she began to feel herself slipping into unconsciousness.

Itachi caught Luna as her legs gave out from underneath her; he laid her gently on the ground. "What did you just do?" Celestia demanded.

Itachi stood from Luna's side, "I just disturbed her chakra a bit, she'll be out for no more than ten minutes." He said as he reached up behind his head and began to untie his headband. He looked down at the hand that held the metal plate he normally wore across his forehead for a few seconds before holding it out to Celestia. "Take Luna and get away from this place, when she wakes up give her this, she's the only one I would trust my headband to."

Celestia could see in Itachi's eyes what he intended to do. "We will not forget what you have done for Equestria on this day Itachi." She said as she levitated the headband out of his hand and walked over to her sister's prone form. "Thank you…" she whispered to the air as she teleported herself and Luna away from the battle.

Itachi sighed as he watched Nightmare finally break free from the mud he had trapped it in, its rage and power so intense both could actually be felt in the air. Itachi closed his eyes and began to gather his resolve, what he was about to do was a forbidden technique, and the price was quite high. Nightmare roared its hatred at the shinobi that still stood before it, its anger increasing its power to the point where it swallowed up all the light in the area, leaving a whole swathe of Equstria covered in total darkness. The ninja reached deep inside himself concentrating as he felt the flow of chakra within him, steeling himself for what was to come he formed a single hand seal, "_Hachimon Tonkō no Jin…." (Eight Gates Released Formation)_. This was a kinjustsu that would open all eight gates of the chakra pathway system at once, normally a person's chakra flow was restricted by these eight gates, sort of like floodgates for a reservoir, but when opened they released a person's chakra at an incredible rate. The catch to this technique was that each gate pushed the body further than it was ever supposed to go and in doing so did incredible damage to it in exchange for a significant short term increase in power. However, the eighth and final gate, should it be opened will burn through all of a person's energy in a few short minutes ensuring death shortly afterwards. He closed his eyes…. It was time… he opened them speaking a single word. _"….. kai (release)_"

The explosion of chakra that emitted was enough to bow the trees around the battlefield. The chakra flow within him became so great in its volume and density that it actually began to leak out of his body becoming visible as blue and green energy that erupted from him scoring the ground and superheating the air. His muscles were pushed to 100% of their capacity, literally tearing the fibers that composed them to shreds even as the massive release of chakra rebuilt them. His heart began to pump at a rate far beyond what it was ever designed to do, increasing blood flow around his body to superhuman levels. Nightmare started at this sudden increase in power, for the first time in its existence Nightmare felt something that it had only instilled in others, fear. Itachi was now at Nightmare's level if not higher, he knew he did not have long and activated the final power of the Mangekyō. The increased blood flow to his eyes had colored the whites of them blood red, and Itachi now looked like death incarnate. Susanoo was summoned around him, its armor and muscle forming nearly instantaneously. The Sword of Totsuka was drawn to its full length but the sword was radically different from before, rather than being composed of orange flames it was now a blade of the purest black fire. The chakra that composed it was of a concentration and strength only comparable to the tailed beasts.

"This is your end Nightmare."

"THIS...THIS IS IMPOSSIBLE! NO MERE MORTAL CAN MATCH MY POWER!" Nightmare shrieked in rage and fear.

Itachi spoke with the greatest disdain and cold rage he had ever felt in his life. "You are a fool Nightmare, I am going to crush you, and throw you into the wind."

With that final remark Nightmare charged forward putting all its power into a single attack seeking to obliterate Itachi in one stroke. Itachi's Susanoo lunged forward in response the Sword of Totsuka blazing towards the oncoming demon of darkness. As the two forces came into contact there was a massive explosion of light and energy. When at last the explosion faded Nightmare was standing pierced through the center by the Sword of Totsuka, it was already beginning to be drawn into the gourd that formed the hilt of the sword, where Nightmare would be trapped in an inescapable dreamlike genjutsu for all eternity. As the sealing completed Susanoo vanished in a flurry of chakra. Itachi stumbled forward, his body a single mass of white hot agony as every muscle in his body had been torn apart. He could feel his heart starting to slow as it too had suffered damage far beyond anything it could bear. He watched as the ground rushed up to meet him, the pain began to lighten and his vision began to fade into a white pureness as his heart beat for the last time. Itachi's eyes half closed as the last of his chakra was used up, his last thought was of the time he had spent with Luna, he regretted none of it but he hated himself for having to abandon her like this…. _I'm so sorry Luna…_

* * *

><p>Luna awoke in a dimly lit underground room, wondering just how she had gotten there. "Ah you're awake." Her sister's voice sounded from behind her.<p>

Luna spun around standing up, "Celestia what happened? How did I get here? Where's Ita-"she stopped as her memory flooded back and she saw the crestfallen look on her sister's face. She started to channel her magic, preparing to teleport herself, when her sister stepped in front of her.

"Luna, wait!" Celestia shouted as Luna continued to cast the spell. She didn't want to do this, but Celestia reached out with her magic and held her sister in place. What she wasn't expecting was for her sister's power to surge forth and break her magical hold over her. Without the interference of her sister Luna teleported away from the room, Celestia soon followed worried for what Luna might find.

Luna appeared on the edge of what had once been a large clearing, there was now only shattered ground where the grass had once been, and the trees around the battlefield were knocked flat for hundreds of yards. She rushed forward towards what seemed to be the epicenter of the blast, all the while hysterically calling Itachi's name in the vain hope she might hear a response. As she approached the center she could see him lying among the rubble and she doubled her efforts to get there. She slid to a stop next to Itachi; Luna heard as her sister landed behind her, "Luna…"

Luna just sat there her face a complete mask of shock, tears started to form as she processed what she saw. She closed her eyes in vain attempt to shut out the world as she collapsed to the ground next to his body and began to sob uncontrollably. Celestia walked up and nudged her in shoulder, when Luna refrained from responding she started to speak in a quiet voice. "Itachi wanted me to give you this; he said you were the only one he could entrust it to."

Luna cracked her eyes open to see Celestia levitating Itachi's headband in front of her, she reached out to take it with shaking hooves. With her job complete Celestia retreated from her sister's side, Luna needed some time alone. As she gazed upon the symbol through tear blurred eyes, Luna couldn't help but remember the nights she had spent with him, when she had first laid eyes upon his broken dying body weeks ago, that night on Twilight's balcony where he had become her first true friend in a millennia, all those evenings he spent helping her with her problems or just being there for her at the end of a long day, and finally that night spent on the side of her lake where she at last had come to terms with her past and her feelings for him. Tears streamed down her face and onto the burnished steel of the headband as memories continued to rise unbidden from the depths of her mind. Nightmare had taken everything from her, and now it had taken the thing that had mattered most in her life. _WHY?_ She screamed in her mind _WHY IS FATE SO CRUEL TO ME? _It had brought Itachi to her and for the first time in her long life she felt like she could finally be happy, and then it just took him away from her, forever.

* * *

><p>Itachi floated through a world without form, without color. He knew for a fact that he was dead; no one could open all eight gates and survive, that was undeniable. He felt no pain, no feeling at all really. He floated for what seemed an eternity, just drifting through this sea of nothingness until he, quite suddenly, stopped and became aware of presences here other than his own. He opened his eyes to see two equine figures before him, one bright and pure as the stars themselves, the other dark and mysterious as space. The dark one spoke first, its voice unmistakably male, "Hail Itachi Uchiha, son of Konoha."<p>

"Who are you?" Itachi asked, wondering just what the hell was going on.

"Our names are not important; all you need to know is that it was we who brought you to Equestria." The bright one, whose voice was female, responded.

"I thought it was Madara who sent me there."

"No, all he did was to send you into the void between worlds; it was through our influence that you came to the world of ponies." The bright one continued. "The world we once ruled over."

Itachi started as he realized what that statement meant, "Then you must be Luna and Celestia's parents.."

"That is correct, young one." Their father answered.

"But why did you bring me to Equestria? What purpose could I possibly have fulfilled?"

"Come now Itachi, surely you've realized by now what your reason for being there was." The dark one answered. "It was Nightmare, while Celestia had managed to seal it away after the first encounter at the cost of nearly losing Luna too. We knew that it would return and that neither of our daughters had the power to face it, even together. So it seemed to us that our world was doomed, that our beloved Equestria would be destroyed eventually by this apparition of hate and power."

"And then," The bright pony continued. "we chanced upon you, hurtling through the fabric of space, and in that discovery we found a hope, a hope that you would rise to challenge and defeat Nightmare, accomplishing what we could not."

Itachi felt anger rise within him, despite the fact he had willingly chosen to destroy Nightmare at the cost of his own life, he felt used.

The bright alicorn had an expression of the deepest regret and her voice was filled with sorrow. "We had no desire to see you die Itachi, believe me we did not want to add to the suffering you have already endured. You have proven yourself to be as kind and benevolent as any creature to ever live. And it is for this reason we have a final gift to you, the savior of Equestria, our world which you had no obligation to protect, yet you willingly gave your life for."

"Wait, w-what's going on?" Itachi asked as he began to feel energy flow around him.

"Our gift." The dark one said simply, and then hesitated for the tiniest fraction of a second before asking. "Itachi I have one last question for you… Do you truly love her?"

Itachi did not need to ask who he was talking about nor did he even need to think before replying. "Yes… from the bottom of my soul I love her, I have only ever wished to see Luna happy."

In this realm after death there was no capacity for lying or hiding of emotions. The father of the two princesses could see the genuineness of Itachi's statement and smiled. "Very well then, consider this my blessing upon you two… I know you'll take care of Luna…. Go now, brave son of Equestria."

Itachi was confused at this statement but before he could do anything the energy took full hold and everything around him faded once more into nothingness.

* * *

><p>Luna continued to sob, her grief over Itachi's death overcoming any other emotion or thought she could possibly formulate. She suddenly looked up however as she sensed something was amiss, a quick inspection of where she had been laying her head a mere second before told her what it was, Itachi's body was glowing. Out of nowhere, a bright light suddenly engulfed his body forcing Luna up into the air, but not before picking up his headband with her teeth. The light began to grow in both intensity and size forcing the princess further and further back eventually landing a good forty feet from where Itachi's body had lain. Suddenly Celestia was at her sister's side, "What's happening?"<p>

"I-I have n-no idea." Luna responded her voice still shaking from the sobs that wracked her for the last ten minutes. The two continued to watch as the light continued to become more and more intense until, with a final of explosion of pure light, the column of light began to fade.

Luna rushed forward, not heeding her sister's calls, feeling drawn towards the epicenter of the light. As she approached it a figure became visible through the slowly fading light. She stopped in shock as the light finally faded to the point where she could get a good look at it. Standing where Itachi's body once had been was a dark gray alicorn almost as tall as Celestia, its mane and tail not composed of hair but of what appeared to be undulating jet black flames, and upon its flank was a cutie mark of a circular red and white fan, she recognized it as the Uchiha clan symbol that Itachi had worn upon his back. She stood there for nearly twenty seconds hoping against all odds with her body and soul that this was real, that she had not truly lost him. Finally the alicorn opened its eyes and Luna then truly knew who it was.

"ITACHI!" she screamed running forward and tackling the new alicorn to the ground in a crushing hug.

He returned the hug with just as much passion, "I told you I would never leave you Luna." He said as he smiled and nuzzled her affectionately his eyes gazing deep into her own. They held each other for what seemed an eternity, the bond between them so deep that words were no longer necessary. Finally the two released each other from the embrace and stood up, though never leaving each other's sides. Luna began to notice that Itachi radiated a warmth that even now made Luna feel safe.

"I-Itachi?" Celestia stammered out with a dumbfounded expression. "Is that really you?"

Itachi nodded still smiling as wide as he ever had.

"How is this possible?" She asked.

"Well that's a bit of a story actually…" Itachi then began to explain what had happened to him after he had died.

"Wow…. So mother and father were the ones who brought you here?" Celestia asked after he had finished his story.

Itachi nodded "Apparently so, I'm also guessing that it's because of them that I'm here now and like this." He said indicating his alicorn body.

Luna, whose head was resting on Itachi's shoulder as they all lay on the ground finally spoke up, the whole time it had been Celestia asking the questions; Luna was just content to be with Itachi again. "So my father gave you his blessing?"

Itachi leaned over and kissed her on the head "Yes he did, I must've made quite the first impression."

Luna couldn't help but giggle "I'm sure you did."

"Princess!" called out a familiar voice, and the three alicorns turned to see Twilight and the other elements of harmony making their way over to them. The royal sisters and former ninja stood as the six young ponies stopped before them. "Princess Celestia, Princess Luna I'm so glad to see you're both alright!"

"But where's Itachi? And who's THIS guy and why is he with Luna?" Rainbow Dash asked indicating the dark alicorn.

Itachi and Luna just shared a look and then burst out laughing together. "Well, Dash I'll give you one guess.." Itachi said looking directly at the Elements.

If it was possible for the six ponies' jaws to have gone through the ground they surely would have. "B-but…how are you….HUH?" Twilight stammered out in total confusion looking between the royal sisters and Itachi for some kind of explanation.

Celestia just smiled, "Well my little ponies I believe you deserve an explanation for all this."

As Celestia began to explain the whole situation to the shocked Elements Itachi and Luna just continued to enjoy being together again.

Once Celestia had finished, the elements were even more dumbstruck if that was possible. It was obvious they wanted to practically interrogate Itachi on the specifics of what had transpired. Celestia, however had to good grace to intervene and cut off their lines of inquiry before they could even begin. "Twilight, I'm sure Itachi will be more than glad to tell you all what happened here at a later time. But for now we should let him be, he's been through quite a lot today."

_Understatement of the millennium_ Itachi thought to himself as he inclined his head to Celestia in thanks.

"Now we should really get going back to canterlot." She continued as the elements lowered their heads in disappointment.

"Actually sister, Itachi and I were going to walk back. It's the least we can do, after such a battle you must be exhausted and teleporting six ponies and three alicorns is no small task." Luna interrupted before Celestia could cast the spell.

Celestia cracked a tiny smile; both sisters knew it was well within both their abilities even in their tired states to teleport groups of ponies long distances. "Very well Luna, if you insist."

"Oh but I do."

"Just be safe you two." She said as her horn began to glow and the princess of the sun along with the Elements of Harmony vanished in a flash of light.

* * *

><p>Luna and Itachi walked together through the forest towards Ponyville, which happened to be the closest piece of ground based civilization to the battle. The two were content with just being in each other's presence once more and the calm serenity of the forest only served to amplify this. "You seem pretty adept at moving about on four legs when you've only had two your whole life." Luna commented after a good while of walking.<p>

Itachi smiled at her comment. "When you've spent as much time as I have watching you all move around with my Sharingan it becomes quite easy for me to just mimic you to the point where it's like I was born like this."

"So can you…?" Luna asked indicating Itachi's new wings.

"Oh no, I'll need to learn how to do that the old fashioned way. With walking I at least had the concept of my old way of walking to build upon. Flying on the other hand is a bit out of my league to master just through mimicry." He answered as he raised his dark colored wings from their resting position on his back; it was still weird to feel the muscles he had never had before flex.

As they continued walking through the forest Itachi began to look around at the scenery, this turned out to be a bad idea as he wasn't quite yet aware of just how long his horn was. After the fourth time Itachi had clipped a branch with his horn he began to stare up at it in a cross eyed expression. "This thing is almost more trouble than it's worth." He grumbled.

Luna was grinning from ear to ear as she watched him "You'll get used to it eventually. And once I teach you how to use magic I'm sure you'll find it to be a bit more valuable."

Itachi sighed as he returned his eyes to path ahead, "I suppose so."

After that silence fell between the two once again for a few minutes, until Luna finally asked in a quiet voice, "So are you going to tell me how you beat Nightmare this time?"

Itachi smiled slightly, "I suppose I owe you from last time. …. I guess I should start by apologizing for knocking you out.."

"That was you!" Luna shouted in shock

Itachi nodded, making an effort to avoid eye contact.

"Why would you do that to me?" she asked, her voice sounding hurt.

"To protect you from yourself." He said as he continued to stare ahead.

"What's that supposed to mean?"

Itachi finally turned back to look at her. "Luna just how do you think I ended up like I was when you first found me?"

"I-I don't know, I just assumed Nightmare had killed you…"

Itachi stopped walking and shook his head sadly, "No Luna… I did that to myself. It was my last resort, a forbidden technique that increases one's power dramatically but at the cost of their life. It was the hardest decision I've ever made, but if given the choice again I would choose to sacrifice myself once more."

"B-but WHY?" Luna was starting to get upset.

"Because there was no other way, if I hadn't done it, Nightmare would still be here and Equestria would have been destroyed. I knew you'd hate me for doing it and that you'd never forgive me for leaving you but… I couldn't let it win." As he spoke a single tear rolled down his face. "I couldn't bear the thought of Nightmare causing any of you to suffer …. Especially you Luna, I love you too damn much."

Upon hearing this Luna realized the true depth of how much Itachi cared for her and her world. And she threw her forehooves around him pulling him into a crushing hug once more as her affection for Itachi gushed forward."Fate was certainly smiling upon Equestria the day you arrived."

"It was smiling on all of us. Coming here has been the second best thing to ever happen to me."

"What was the first?"

He smiled. "Meeting you."

She laughed as she continued to hug him, "That was so cheesy."

"Doesn't change the fact that it's true." He said as he kissed her.

* * *

><p>Eventually the two managed to make their way to the edge of the forest where they emerged on the outskirts of Ponyville. As they began to cross the fields of grass and head towards the town a dull roar began to echo from the village. Itachi and Luna looked at each other in confusion as they both wondered what it was; Itachi realized what it was a split second before its source was revealed. A large crowd of ponies, practically every pony in ponyville, emerged from the enclosure of the building and started heading towards the pair. The roar resolved itself into a wave of cheering as the distance was closed between the two groups.<p>

"Seems like somebody told them what happened out there." Itachi said as he watched the crowd, led by the Cutie Mark Crusaders, advance towards them.

"It was probably Celestia, she does have a knack for stirring things up." Luna replied as she smiled at the cheering ponies.

Itachi laughed. "That she does."

Luna looked over at Itachi as the crowd approached. He wore an expression of true joy at the spectacle before them. She felt a pang of sadness as she remembered that he had suffered more than anyone in Equestria, even she, could imagine. They couldn't even begin to repay him for what he had done for their world, yet she knew he desired no reward, no fame, and no glory. The only thing Itachi had ever wanted was to live his life in peace.

"Itachi?" she piped up as he continued to watch the cheering residents of Ponyville.

He turned to look at her. "Yes?"

"….I love you."

Never had such a simple phrase meant so much to him. Deciding to follow the 'actions speak louder than words' route. Itachi nuzzled Luna once more as he knew deep within him he would be with Luna until the end of time.

And so it was that after eight years of running, after eight years of loneliness, pain, and suffering the Lost Soul of The Uchiha had finally found his true home.

"I love you too Luna."

**A/N: And so here it is, the final chapter of Lost Soul of The Uchiha. It's taken me a while to get this final chapter right, but I think it turned out pretty well. While I'm sure some of you would LOVE for me to continue writing this story, I feel like this is the best place to end it. (that's not to say there might not be an epilogue added at some point ;)). Its been a wild two and a half months of writing this fic. Thanks for reading!  
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**Disclaimer: I own nothing in this fic except for the plot.**


	11. Book 2: Chapter 1

Shining Armor grunted as he parried another attack from the Griffon bandit in front of him mentally cursing their preparedness as he fought. Had the gang of bandits not been wearing null magic amulets this would've been over in a heartbeat but as it was his unit was now having to fight them hoof to hoof and it was starting to become painfully obvious they were outmatched. Shining had already defeated three of the griffons single hoofedly but their numbers were just too great for him and his ten stallion unit to handle on their own. The griffon leapt backwards as he slashed for his opponent's chest just coming a hair breadth from landing a blow, and as he was just the slightest bit over extended he saw another griffon come slashing in from his right and twisted away in response, however his reaction was just too slow and a resounding clang was added to cacophony of noise that populated the clearing as the bandit's sword glanced off his armor. The captain of the guard stumbled a bit as he attempted to regain his footing settling into a defensive stance once he was solidly back on all fours. once more the two griffons came at shining again attacking him relentlessly as he continued to parry their attacks he heard a shout from above and looked up just in time to see one of his lieutenants falling from the sky, a streak of blood adorning his right shoulder. However the distraction of the pegasai's defeat left him fatally open to the bandit's attack and while he managed to parry them a few more times it was only a matter of time before one managed to get behind his guard and wrench his sword away from him with enough force to tear it from his magical grip.

Shining could only watch his sword flip away end over end as the second griffon came in to finish the job... however the blow that was supposed to come never happened, mostly because the griffon in question was currently flying 30 feet in the opposite direction. The other bandit started backing up quickly, starting in fear at something just past shining. The unicorn in question turned to find out just what had saved him only to have his jaw fall to the ground in surprise at his savior. Standing next to the captain of the royal guard was a dark grey alicorn who was easily taller than shining himself, and who wore nothing more than jet black breastplate adorned with a angled swirl symbol.

"L-lord Iatchi?" Shining managed to stammer out.

The alicorn looked at him with a faint smile on his face, "Looks like you guys could use some help."

The unicorn smiled back "Well of course, if you're offering and all."

Itachi began to step forward toward the remaining bandits, "Kind of obligated to I'm afraid, your wife would be quite upset with me if I allowed her husband to come to any harm."

The other bandit continued to stare fearfully at the alicorn in front of him, though he was shaking so much his claws were starting to chatter a bit he couldn't just run away, the boss would never accept that. Though the longer he stood there the more he began to feel like running was a good idea, unfortunately he never got the chance to come to his own decision as Itachi had already shot forward faster than any other pony the bandit had ever seen in his life. Seeing the large equine boring in for him he panicked and slashed his sword haphazardly at the alicorn. Itachi saw right through his attack and easily stepped under the horizontal slash before leaping upwards bringing his forehoof under the bandit's chin, cracking his beak and sending him flying into a nearby tree as Itachi rose into the sky.

The rest of the combatants paused in their fighting to see the result of Itachi's brief fight before bringing their eyes up to look at the alicorn in question as he hovered in the air. It took the bandits only a few seconds to realize who he was before starting to panic. A few even started shouting, "The Shadow Prince is here!" as they turned to run before their boss, a fairly intimidating looking griffon with more than few scars shouted them back into combat. He then turned and leapt up into the sky hovering a few dozen feet from the alicorn in question. "So you're the famous 'Shadow Prince' of Equestria, huh?"

Itachi just continued to hover starring directing into the Griffons eyes, his own betraying no emotion.

The Bandit boss scowled at the lack of response, "You don't look like much." he said before suddenly charging in, slashing for Itachi with his razor sharp claws.

Itachi just rolled backwards, dodging the bandit's attack all the while bringing the griffon parallel to him. As he continued rolling backwards he brought his rear hooves upwards crushing them into the Bandit leaders chest before twisting in midair to bring his right wing down onto the Griffons back and sending the criminal flying to the ground in a cloud of dust.

The rest of the bandits just stared at the crumped, defeated form of their boss in disbelief before one by one looking back up to Itachi.

"Anyone else wish to challenge me?" he asked in a threatening voice as he looked over the bandits. In response, almost all exactly at the same time, every bandit threw down their weapon and lay down on the ground bowing their heads in surrender. The exhausted royal guards, though worn out from the battle still cheered at their victory.

Seeing that the battle was won,Itachi flew over to where the wounded pegasus from earlier had fallen, "How is he?" he asked of the two unicorn guardsponies who were tending to their fallen comrade.

"He'll be fine sir, it's just a scratch that probably threw him off balance, it was the shock of the fall the knocked him out."

"Good." Itachi responded before taking flight once more, heading back to where the main contingent of Royal guards were.

Shining armor approached the dark grey alicorn as he landed. "Thanks for the help, Lord Itachi. I don't know what would've happened to me or my guards if you hadn't shown up when you had."

Itachi turned his gaze away from the guards in front of the two who were busy gathering up and restraining the bandits. " You can thank Cadance once we get back to canterlot, she's the one who put the warning enchantment on your armor." Itachi frowned slightly, "and I thought I asked you not to call me 'Lord'." He said as he turned back to watch the guards perform their duties.

Shining Armor put his hoof behind his head in embarrassment, that title had been a source of much embarrassment for both the captain of the Guard and the former shinobi. Shining was perhaps one of twelve ponies who knew the circumstances surrounding the newest alicorn's appearance in Equestria. And while being an alicorn now meant he was technically nobility Itachi still felt uncomfortable being referred to by any title really. " Sorry, I probably should start remembering that after two years, just kind of force of habit, you know?"

Itachi smiled slightly in response, "I understand." Shining was a royal guard through and through, asking him to not treat an alicorn with the level of respect he had been trained to give was like asking Rainbow Dash to clip her wings.

"Erm, anyways what's this about an enchantment on my armor?"

"Oh it's nothing really, Cadance just put a simple spell on your armor that alerts her when you're in danger." Itachi answered nonchalantly, like the two were simply discussing the weather.

Shining just stared at Itachi, his face wore an expression of total disbelief.

Itachi turned to face Shining once again, "What? You didn't think Princess Cadance would let her beloved husband go off and fight Equestria's enemies without at least some assurance of your safety?"

"And let me guess, you're the assurance?" Shining asked in an annoyed voice

"More or less." Itachi answered with a smirk. The spell had actually been Itachi's idea, but he and Cadance both agreed it would be best if Shining thought it was entirely hers.

"So just these bandits gave you all this much trouble?" Itachi asked.

"'Just these bandits' had these." Shining responded, holding up one of the null magic amulets each bandit had been wearing. "My unicorns and I couldn't do anything to them except fight with our weapons which left us at a major disadvantage. Even my pegasai guards couldn't use their weather magic effectively."

Itachi took the amulet from Shining, turning it over in his hoof as he observed the intricate designs etched onto the surface." I assume you weren't expecting them to have these?"

Shining shook his head, "To find even one outside of the Griffon royal guard is incredibly rare, this many is well, it's unheard of."

Itachi continued to examine the small bronze looking disc, "Perhaps they've managed to find a way to make their own?"

Shining frowned, it was definitely a possibility he had considered but the consequences if it were true were very dire indeed. The Equestrian Guard relied heavily on its magic users, without that definitive advantage they would be quite vulnerable. "Perhaps, but I don't think so, the ability to make these has been lost for centuries. Most likely they found a previously unknown cache of them and took them for their own advantage rather than just selling them."

Itachi tossed the amulet back to Shining, "Well either way we'll find out what they know once we get back to Canterlot."

And almost as if on cue one of Shining's guards came cantering up to the two, "Sir all the prisoners are secured and we're ready to move out!"

"Good, We'll leave for Canterlot at once!" Shining ordered before turning to Itachi, "Will you be accompanying us?"

"No I think you can make it back to Canterlot castle without me." Itachi said as he turned to leave. "Besides Luna needs my help with the wedding preparations, you know how she is."

Shining laughed, "Yeah I guess I do. Well I think we can make it back without being ambushed again. And... please make sure Cadance isn't too worried about me" Shining dropped his voice for the last part.

Itachi nodded in response to Shining Armor's request, he would have asked the same in his position.

With that Itachi spread his wings and took off into the air heading south into the heart of Equestria, looking over his shoulder watching as the group of royal guards shrank away behind him. While an alicorn of Itachi's caliber could have easily teleported himself back to Canterlot, he preferred flying as he had soon discovered after becoming an alicorn that it was a great way to calm his mind and compose his thoughts. As he dodged and weaved his way through the clouds that populated the Equestrian sky he looked over the land he had adopted as his own, small villages could been seen dotting the landscape and even the occasional pegasai building could be seen hovering over the ground. As he passed fairly close to one of these villages he could even begin to see the individual ponies as they went about their daily lives, chatting, buying and selling just living their lives. They reminded him so strongly of the villagers of konoha in times of peace, the times he had treasured most. And he was once again reminded that this was exactly what he had wanted to protect from the very beginning, peace.

* * *

><p>It was a few hours later that the spires of Canterlot Castle came into view and Itachi began to descend into the main courtyard, seeing several guardsponies coming running out of the main gate to meet him as he landed.<p>

"Itachi!" the first one shouted in greeting.

"Yes?" he asked as he alighted on the ground.

"Princesses Luna and Cadance gave us orders to tell you upon your arrival they wish to see you immediately regarding the whereabouts of Captain Shining armor." The unicorn guard said as he snapped off a salute.

"Very well, thank you for relaying this information to me Lieutenant." Itachi paused for a moment before speaking again, "And I get the feeling you wish to know how he is as well?"

The guard shuffled his hooves nervously before answering, protocol prevented him from asking Itachi outright, but he and his fellow guards wanted to know what had befallen their captain almost as much as the Princesses did. "Yes sir, everypony around here has been on edge since we heard that you had left to go help him."

"Well I suppose it can't hurt, Shining Armor is alive and fine, as are the rest of his unit."

The Guardspony sighed in relief, "Thank you sir, some of us were really worried."

Itachi smiled at this, such loyalty was always inspiring to see, "It's no problem Lieutenant, now where exactly are Princesses Luna and Cadence?"

"They're currently in Princess Luna's room sir." the Guard answered snapping a salute off.

Itachi nodded in thanks, turning to head into the Castle. As he entered once again he was struck by just how incredible the design of the place was. The ancient structure had once been incredibly confusing and Itachi had gotten lost quite a few times upon first moving here after having decided it was better for both him and Luna if they lived together in Canterlot. Now however, the hallways were as familiar as the back of his hand- hoof- whatever, and he had spent quite a lot of time making sure he knew every little hiding place and shady spot in the entire castle, old habits die hard.

After a few minutes of walking through the mostly unpopulated halls Itachi finally came to the room he and Luna shared, He knocked on the door a few times until a very familiar voice answered from within.

"Come in."

Itachi entered the room to find not only Luna and Cadence in the room but Celestia as well, normally the sun princess was attending to matters of state and wasn't even in Canterlot half the time.

Of course this observation was quickly overtaken by the dark blue blur that smashed into him hugging him fiercely, "I'm so glad you're safe!" Luna said as she continued to crush the life out of the former ninja.

"It's ok Luna, I'm fine." Itachi said laughing as he hugged her back, "You didn't really think a few bandits would be a problem for me did you?"

"No..." Luna admitted, "But anypony who's able to trigger Cadence's spell has to be dangerous." _And I can't lose you again._ she added silently.

Itachi hugged her tighter, even if the last part of her answer had been silent he understood it perfectly.

Finally after a few more seconds the two alicorns finally broke the embrace and looked over at the other two occupants of the room who had been silently watching them. Celestia looked worried but calm and Cadance looked as nervous as Itachi had ever seen her.

"Cadance, Shining Armor is fine, his unit was just ambushed by some bandits and they were a little more than he could handle on his own." Itachi said. "They'll be back in Canterlot tomorrow at the latest."

Itachi suddenly found himself being hugged by an alicorn for the second time that day as Cadance also jumped him. "Thank you Itachi." She said as she hugged him, sounding like she was on the verge of tears from her relief. "If it wasn't for you and your spell Shining may not be coming back to me... just... thank you."

Itachi held her for a few more seconds before backing off and letting her stand on her own four hooves, "There's no need to thank me Cadance, I'm sure Shining would have done the same in my position."

Cadence smiled for what must've been the first time in hours at this,"Yes, I'm sure he would have." she said before turning to Celestia, "You know aunt Celly, I think I'll take you up on that offer of hot chocolate together in the kitchens."

Celestia smiled serenely at the situation having been resolved, "But of course Cadence, come on we'll walk down together, I think these two need to talk. After all the wedding is in only a few days." She said the last part with a wink before she and Cadence departed the room leaving Itachi and Luna alone.

Itachi for his part was exhausted from the day's events, even an alicorn can get tired from flying as much as he had that day, and so he immediately went and laid down on the bed they both shared. Luna had to take a few minutes to remove her royal vestments before laying down with him, wrapping her wings and hooves around his prone form as they lay on the bed together.

"So what actually happened?" Luna asked a few minutes of silence.

Itachi sighed through his nose, blowing a lock of Lunas ethereal hair around and making the moon princess giggle. "It was nothing really, just a bunch of Griffon bandits." he answered, all the while smiling at Luna's giggles.

"...But?"

Itachi's smile vanished as he continued, "... But they had null magic amulets, that's why Shining's unit was having so much trouble. If I hadn't shown up things wouldn't have ended as well as they have."

Luna frowned, "Why didn't you say so earlier?"

"Because I'm not sure if Cadance can handle it, she's a little young to be hearing things like that. Especially after that whole Changling incident on her wedding day."

"She's nearly fifty!" Luna retorted

Itachi rolled his eyes, "You know what I mean."

Luna sighed in defeat, "Yes, I guess you're right... what do you think all this means?"

"I don't know, and we won't find out until we've questioned them." Itachi said as he began absentmindedly stroking Luna's mane.

"I assume you'll be the one doing the questioning?"

Itachi nodded, "Yes, but I won't be doing that until after the wedding and the honeymoon. I figure a week or two in the royal dungeon can't hurt them."

Luna just smiled at the thought of being alone with Itachi for two whole weeks, "You're pretty tired huh?" She asked after a few more minutes.

"Mmmhhhmmm." Itachi answered as his eyes finally closed.

"Well then sleep, my brave shinobi I'll be right back." Luna said as cornily as possible before rising to go bring in her Night, as her sister's day drew to a close.

And as Luna raised the moon into the sky over Equestria, heralding the darkness of the night, she knew ,once again, that everything was right in the world.

**A/N: Sooooo after nearly year here's what many have been asking for, a continuation of LSotU. Sorry it's taken so long for me to finally get this out but here it is. I hope it measures up to your guys' expectations and as always Feedback, be it negative or positive is greatly appreciated.**


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